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SNSR.OB > SEC Filings for SNSR.OB > Form 8-K/A on 9-Oct-2009All Recent SEC Filings

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Form 8-K/A for SANSWIRE CORP.


9-Oct-2009

Non-Reliance on Previous Financials, Audits or Interim Review


Item 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review.

On September 11, 2009, the Board of Directors of Sanswire Corp. (the "Company"), in consultation with its independent accounting firm, determined that the Company will restate its financial statements for the years ended 2007 and 2008, as reported on Form 10-K and for the corresponding interim periods.

The Company reviewed its previously filed financials and determined that certain of its convertible debentures and warrants should have been treated as derivatives pursuant to EITF 00-19. The Company did treat these instruments as derivatives in 2009 pursuant to EITF 07-05, which the Company adopted in 2009. These are non-cash adjustments.

The Company has subsequently filed it's Quarterly Report on Form 10-Q for the period ended June 30, 2009 and an Amended Form 10-K which includes restated financial statements for the fiscal years ended 2008 and 2007. We have submitted our restated 10-Q for the period ended March 31, 2009 to our auditors and await their approval to file. Below is a summary of the adjustments required:

                                                          Consolidated Balance Sheet as of December 31, 2008
                                                        (As Initially
                     Account                              Reported)              (Adjustment)       (As Restated)
Total Liabilities                                             17,944,125               748,244          18,692,369
Total Stockholders' Deficit                                  (14,703,910 )            (748,244 )       (15,452,154 )
Total Liabilities and Stockholders' Deficit          $         3,240,215        $            -      $    3,240,215



                                                             Consolidated Statement of Operations
                                                                 Year ended December 31, 2008
                                                     (As Initially
                     Account                           Reported)         (Adjustment)       (As Restated)
Net loss                                             $   (5,438,612 )   $      840,339     $    (4,598,273 )

Net loss per share from continuing operations, basic and diluted $ (0.04 ) 0.01 (0.03 )

                                                          Consolidated Balance Sheet as of December 31, 2007
                                                       (As Initially
                     Account                             Reported)              (Adjustment)       (As Restated)
Total Liabilities                                           13,666,678               1,588,583         15,255,261
Total Stockholders' Deficit                                (13,224,722 )            (1,588,583 )      (14,813,305 )
Total Liabilities and Stockholders' Deficit          $         441,956        $              -     $      441,956



                                                             Consolidated Statement of Operations
                                                                 Year ended December 31, 2007
                                                     (As Initially
                     Account                           Reported)         (Adjustment)      (As Restated)
Net loss                                             $  (11,605,478 )   $    1,085,617     $  (10,519,861 )

Net loss per share from continuing operations, basic and diluted $ (0.08 ) 0.01 (0.07 )


                                                             Consolidated Balance Sheet as of March 31, 2009 (Unaudited)
                                                          (As Initially
                      Account                               Reported)                 (Adjustment)             (As Restated)
Total Liabilities                                                18,746,754                  176,984                  18,923,738
Total Stockholders' Deficit                                     (15,407,763 )               (176,984 )               (15,584,747 )
Total Liabilities and Stockholders' Deficit           $           3,338,991         $              -       $           3,338,991



                                                                Consolidated Statement of Operations
                                                           Three Months Ended March 31, 2009 (Unaudited)
                                                      (As Initially
                     Account                            Reported)           (Adjustment)         (As Restated)
Net loss                                             $      (653,353 )     $      203,597       $      (449,756 )

Net loss per share from continuing operations, basic and diluted $ (0.00 ) 0.00 (0.00 )


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