Filing Analysis
📉 Financial Restatement
Filed Dec 27, 2024
🟠 HIGH
T-REX Acquisition Corp. has issued a non-reliance notice regarding its audited financial statements for the fiscal year ended June 30, 2024, due to an error in accounting for Note Payable Incentives. Additionally, the company announced the resignation of Board member Matthew Cohen.
🚩 Red Flags
- Item 4.02 filing (Non-reliance on previously issued financial statements) is a significant red flag indicating internal control weaknesses.
- The company is issuing a restatement so shortly after its annual 10-K filing (filed Nov 21, restated Dec 27).
- Multiple material items in a single filing: Restatement (4.02) and Director Departure (5.02).
📋 Key Facts
- Audit Committee concluded on Dec 21, 2024, that previously filed FY2024 Form 10-K (filed Nov 21, 2024) should not be relied upon.
- The error involves an omitted accrual of approximately $15,000 related to Note Payable Incentives via restricted common stock issuance.
- Errors affect reported stock subscription payables in equity and loan cost expense (Note 10).
- Restated financial statements are expected to be filed by December 30, 2024.
- Matthew Cohen resigned from the Board of Directors on Dec 20, 2024; resignation was not due to disagreements with operations or policies.
🚪 Officer Departure
Filed Jul 16, 2024
⚪ LOW
T-REX Acquisition Corp. announced the appointment of Matthew Cohen to its Board of Directors, effective July 1, 2024. Mr. Cohen brings extensive experience in corporate leadership and business combinations.
📋 Key Facts
- Matthew Cohen appointed to the Board of Directors effective July 1, 2024.
- Mr. Cohen is the co-founder, CEO, and CFO of Stem Holdings, Inc.
- He has over 38 years of experience in corporate leadership, M&A, and strategic advisory.
- His background includes serving as Chairman of Audit Committees for several publicly traded companies.
Disclaimer: This analysis is generated by AI and is for informational purposes only.
It does not constitute financial advice, investment recommendations, or an offer to buy or sell securities.
Always review the original SEC filings and consult a financial advisor before making investment decisions.