SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K /A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Act of 1934
Date of Report (Date of earliest event reported): December 4,
2013
JOURNAL
OF RADIOLOGY, INC.
(Exact name of registrant as specified in its
charter)
| Nevada |
000-53780 |
27-0491634 |
(State or other jurisdiction of incorporation)
|
(Commission File Number) |
(IRS Employer Identification No.) |
|
2230 Michigan Avenue
Santa Monica,
California |
90404 |
| (Address of Principal Executive Offices) |
(Zip Code) |
Registrant's telephone number, including area code: (310) 460-7303
(Former name or former address, if changed since
last report)
Check the appropriate box below if the Form 8-K filing is
intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
EXPLANATORY NOTE
Journal of Radiology,
Inc. (the “Company”) is filing this Current Report on Form 8-K/A (this “Amendment”) to amend and restate
its Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on December 12, 2013
(the “Original Report”) to update the Item 4.01 disclosure contained in the Original Report to reflect that the Company
has engaged a new independent accountant.
SECTION 4 – MATTERS RELATED TO ACCOUNTANTS AND FINANCIALS
STATEMENTS
ITEM 4.01 CHANGES IN REGISTRANT’S CERTIFYING ACCOUNTANT
(a) On December 4, 2013, Journal of
Radiology, Inc. (the “Company”) received a letter of resignation from De Joya
Griffith, LLC as the independent registered public accounting firm for the Company effective immediately.
Other than an explanatory paragraph included
in De Joya Griffith, LLC's audit report s for the Company's fiscal year ended June 30, 2013 and 2012 relating to
the uncertainty of the Company's ability to continue as a going concern, the audit report s of De Joya Griffith, LLC on
the Company's financial statements for the last two fiscal years ended June 30, 2013 and 2012 through December 4, 2013, did not
contain an adverse opinion or a disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope or accounting
principles.
During the Company's 2013 and 2012 fiscal
years and through the date of this Current Report on Form 8-K, (1) there were no disagreements with De Joya Griffith, LLC on any
matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved
to the satisfaction of De Joya Griffith, LLC, would have caused De Joya Griffith, LLC to make reference to the subject matter of
the disagreements in connection with their report, and (2) there were no “reportable events” as that term is defined
in Item 304(a)(1)(v) of Regulation S-K.
(b) On January 24, 2014, upon
approval of the Company’s Board of Directors, the Company engaged Weinberg & Company the Company's independent accountant
to audit the Company’s financial statements and to perform reviews of interim financial statements. During the fiscal years
ended June 30, 2013 and 2012 through January 24, 2014 neither the Company nor anyone acting on its behalf consulted with Weinberg
& Company regarding (i) either the application of any accounting principles to a specific completed or contemplated transaction
of the Company, or the type of audit opinion that might be rendered by Weinberg & Company on the Company's financial statements;
or (ii) any matter that was either the subject of a disagreement with De Joya Griffith, LLC or a reportable event with respect
to De Joya Griffith, LLC.
SECTION 9 – FINANCIAL STATEMENTS
AND EXHIBITS
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
| Exhibit No. |
Document |
Location |
|
16.1
|
Letter from De Joya Griffith, LLC dated January
28, 2014 , to the Securities and Exchange Commission. |
Filed herewith |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: January 29, 2014
|
JOURNAL OF RADIOLOGY, INC.
By: /s/ Aaron Shrira
Aaron Shrira
Chief Executive Officer |
