UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
8-K/A
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date of
Report (Date of earliest event reported): May 12, 2008
LiveDeal,
Inc.
(Exact
Name of Registrant as Specified in Charter)
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Nevada
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000-24217
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85-0206668
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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2490
E. Sunset Road, Suite 100, Las Vegas, NV
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89120
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(Address
of Principal Executive Offices)
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(Zip
code)
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(702)
939-0230
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(Registrant’s
telephone number, including area code)
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Not
Applicable
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(Former
Name or Former Address, if Changed Since Last Report)
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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):
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o
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Written communications pursuant
to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting material pursuant to
Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
4.02.
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Non-Reliance
on Previously Issued Financial Statements or a Related Audit Report or
Completed Interim Review.
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We
originally filed this Form 8-K on May 13, 2008 to report information concerning
errors and restatements pertaining to our 2006 and 2005 consolidated financial
statements included in our Form 10-K filed for the fiscal year ended September
30, 2006 and our consolidated financial statements included in our Form 10-Q for
the quarters ending December 31, 2006, March 31, 2007 and June 30,
2007. We are filing this Form 8-K/A to clarify the date management
concluded that previously issued financial statements could no longer be relied
upon. Management made the determination to restate these financial
statements during the second quarter of fiscal 2007 and, in connection with a
subsequent review of our filings by the United States Securities and Exchange
Commission in 2008, management determined on May 12, 2008 that the financial
statements identified above should not be relied upon. The remainder
of the disclosures in this Form 8-K/A are unchanged from the original Form 8-K
filing on May 13, 2008.
As
previously reported in our Form 10−K for the fiscal year ended September 30,
2007, during fiscal 2007, we reevaluated our consolidated financial
statement presentation. During this process, we identified certain errors
in the presentation of our 2006 and 2005 consolidated financial statements.
These errors were corrected in our Form 10−K filed for the fiscal year
ended September 30, 2007 and the fiscal 2006 and 2005
consolidated financial statements were labeled “as restated”. In
addition, the corrections were further described in Note 19 to the consolidated
financial statements included in the September 30, 2007 Form 10−K.
Accordingly, the consolidated financial statements included in our Form
10−K for the fiscal year ended September 30, 2006 and in our Form 10−Q for
the quarters ending December 31, 2006, March 31, 2007 and June 30, 2007 should
not be relied upon. We believe that investors may continue to rely
upon the consolidated financial statements included in our Form 10−K for the
fiscal year ended September 30, 2007, as this filing includes restated
consolidated financial statements for the years ended September 30, 2006 and
2005.
The
errors discussed above were identified as part of our enhancement of the
Company’s internal control structure during 2007. The enhancement
included an evaluation of the Company’s financial statement classification and
presentation policies and procedures. Our Audit Committee has
discussed the errors and restatements as well as the content of this filing with
our independent auditors.
We
subsequently determined that it was appropriate to clearly label the
reclassifications as errors, expand certain disclosures related to
the restatements and provide additional disclosures about other
restatements we made to our fiscal 2006 and 2005 consolidated financial
statements, as well as the quarterly data relating thereto and the
quarterly data relating to the first quarter of fiscal 2007. We are filing
concurrently herewith a Form 10−K/A that reflects these amended
disclosures.
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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LIVEDEAL,
INC.
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Date:
May 28, 2008
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/s/
Gary L. Perschbacher
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Gary
L. Perschbacher
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Chief
Financial Officer
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