iTalk Inc. (fka TALK)

[lloydm]

TALK - Significant Consummated Business Acquisition
If a registrant determines that a consummated or probable business combination is significant, pro forma financial information is required unless, as indicated below, the historical financial statements of the acquired or to be acquired business are not required in the filing under Rule 3-05 or the transaction is already reflected in the registrant’s historical financial statements for the entire period.

TALK is required to file the following in order to finalize the merger.
- Audited financial statements for the three most recent years in the Form 8-K (This is what we're all waiting for read further)
- unaudited financial statements for the appropriate interim period preceding the acquisition and the comparative prior period. (Already received)

We have already received the unaudited financial statements for the appropriate interim period preceding the acquisition
-> www.otcmarkets.com/edgar/GetFilingHtml?FilingID=11161151

Question
What SEC filings require the presentation of pro forma financial information for a significant consummated or probable business combination?

Answer
As discussed in more detail below, the types of SEC filings in which a registrant may be required to present pro forma financial information for a significant consummated business combination include the following:
• Form 8-K.
• Registration statements.
• Proxy statements.
Under Article 11, pro forma financial information is not required in a Form 10-K or 10-Q. However, pro forma data required by U.S. GAAP under Statement 141(R) [ASC 805]3 must be included in the notes to the financial statements in a Form 10-K or Form 10-Q, as appropriate.

Significant Consummated Business Acquisition
A registrant must file an initial Form 8-K (already received) within four business days of the consummation of a business acquisition that exceeds the 20 percent significance level. Otherwise, the registrant has an additional 71 calendar days to file an amended Form 8-K to include the separate financial statements and pro forma financial information.

We have already received the initial 8-K
-> www.otcmarkets.com/edgar/GetFilingHtml?FilingID=11143849


This is all we're waiting for now! Pro forma (Audited financial statements for the three most recent years) financial information. The 71 day extension is almost up with 15 trading days left, but news can come anytime now.