Unassociated Document
United
States
Securities
and Exchange Commission
Washington,
D.C. 20549
_______________________________
FORM
8-K
_______________________________
Current
Report
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
June 1,
2009
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0-20525053
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Date of Report (Date
of earliest event reported)
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Commission File
Number
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THEGLOBE.COM,
Inc.
(Exact
name of registrant as specified in its charter)
Delaware
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14-1782422
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(State or other
jurisdiction of incorporation or organization)
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(I.R.S. Employer
Identification Number)
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110
East Broward Boulevard, Suite 1400
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Fort Lauderdale, Florida
33301
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(Address
of Principal Executive Offices) (Zip Code)
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(954) 769-5900
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(Registrant’s
telephone number, including area
code)
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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 (see General Instruction A.2. below):
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
4.01 Changes in
Registrant’s Certifying Accountant
On June
1, 2009, registrant was advised that on that same day its independent registered
public accountants, Rachlin LLP, merged with Marcum LLP and began practicing in
Florida as MarcumRachlin, a division of Marcum LLP
(“MarcumRachlin”). Marcum LLP is an independent public accounting
firm registered with the Public Company Oversight Board. Registrant
considered the merger a resignation of Rachlin LLP as its certifying accountant.
Neither the registrant’s audit committee nor its board of directors recommended
or approved the resignation of Rachlin LLP. On June 3, 2009, the
registrant’s audit committee of the board of directors approved the decision to
appoint MarcumRachlin as its certifying accountant.
Rachlin
LLP’s reports on the registrant’s consolidated financial statements for both of
the fiscal years ended December 31, 2007 and 2008 included explanatory
paragraphs expressing substantial doubt about the registrant’s ability to
continue as a going concern. Such reports did not contain any other
adverse opinion or a disclaimer of opinion, nor were they in any other way
qualified or modified as to uncertainty, audit scope or accounting
principles.
During
the registrant’s two most recent fiscal years and all subsequent interim periods
preceding Rachlin LLP’s resignation, there were: (1) no disagreements between
the registrant and Rachlin LLP on any matters of accounting principles or
practices, financial statement disclosure, or auditing scope or procedures,
which disagreements, if not resolved to the satisfaction of Rachlin LLP would
have caused Rachlin LLP to make reference to the subject matter of the
disagreement in their reports on the registrant’s consolidated financial
statements for such years.
During
the registrant’s two most recent fiscal years and all subsequent interim periods
preceding Rachlin LLP’s resignation, neither the registrant nor anyone on its
behalf, consulted with Marcum LLP regarding either the application of accounting
principles to a specified transaction, either completed or proposed; or the type
of audit opinion that might be rendered on the registrant’s financial
statements; or any matter that was either a subject of disagreement (as defined
in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to that
Item) or a reportable event (as described in Item 304(a)(1)(v) of Regulation
S-K.
Registrant
has provided MarcumRachlin, as successor to Rachlin LLP, a copy of the
disclosures in this Form 8-K and MarcumRachlin furnished it with a letter
addressed to the Securities and Exchange Commission stating whether or not
MarcumRachlin agrees with the Company’s statements in this item
4.01. A copy of the letter dated June 5, 2009 furnished by
MarcumRachlin is filed as Exhibit 16.1 to this Form 8-K.
Item
9.01. Financial
Statements and Exhibits
(a)(b)(c)
None
(d) Exhibits
As set
forth in Item 4.01, there is furnished herewith as Exhibit 16.1, a letter from
MarcumRachlin.
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.
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theglobe.com,
inc. |
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Dated:
June 5, 2009
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By:
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/s/ Michael
S. Egan, Chief Executive Officer |
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Michael S.
Egan, Chief Executive Officer |
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