7 unchanged sentences
The Company’s telephone number is 469-
−Removed: The Company’s stock symbol is POIL.
−Removed: Unless otherwise provided in footnotes,
−Removed: all references from this point forward in this Report to “Financial Gravity,”
+Added: The Company’s stock symbol is FGCO.
+Added: Unless otherwise provided in footnotes, all
+Added: references from this point forward in this Report to “Financial Gravity,”
“we,”
6 unchanged sentences
Business Overview
−Removed: The Company was incorporated in Nevada
−Removed: on December 5, 2005 as Kat Racing, Inc.
−Removed: On January 4, 2013, the Articles of Incorporation were amended to change the name of the
−Removed: Company to Prairie West Oil & Gas, Ltd.
−Removed: On July 26, 2013, the Articles of Incorporation were amended to change the name of
−Removed: the Company to Pacific Oil Company.
−Removed: On October 31, 2016, following a reverse merger transaction (the “Merger”), the
−Removed: Articles of Incorporation were amended to change the name of the Company to Financial Gravity Companies, Inc.
−Removed: The accounting acquirer (legal acquiree)
−Removed: in the Merger, Financial Gravity Holdings, Inc.
+Added: The Company was incorporated in Nevada on December
+Added: 5, 2005 as Kat Racing, Inc.
+Added: On January 4, 2013, the Articles of Incorporation were amended to change the name of the Company to
+Added: Prairie West Oil & Gas, Ltd.
+Added: On July 26, 2013, the Articles of Incorporation were amended to change the name of the Company
+Added: to Pacific Oil Company.
+Added: On October 31, 2016, following a reverse merger transaction (the “Merger”), the Articles of
+Added: Incorporation were amended to change the name of the Company to Financial Gravity Companies, Inc.
+Added: The accounting acquirer (legal acquiree) in
+Added: the Merger, Financial Gravity Holdings, Inc.
(“Financial Gravity Holdings”), was incorporated in Texas on September
1 unchanged sentence
Company (currently named Financial Gravity Companies, Inc.).
−Removed: Also pursuant to the Merger, each of the
−Removed: shares of Financial Gravity Holdings common stock issued and outstanding prior to the Merger was automatically converted into and
−Removed: exchangeable for an equivalent number of fully paid and non-assessable shares of Company common stock.
−Removed: The accounting acquirer (legal
−Removed: acquiree) in the reverse merger transaction, Financial Gravity Holdings, is now a subsidiary of the Company.
−Removed: Business Legacy,
−Removed: Inc., founded in 2002, and Pollock Advisory Group, founded in 2007, were added on September 29, 2014, as subsidiaries.
−Removed: fiscal year 2015, the Company acquired as additional subsidiaries, Cloud9b2b, LLC and SASH Corporation (dba Metro Data
−Removed: During fiscal year 2016, the Company acquired an additional subsidiary, Tax Coach Software, LLC.
−Removed: The Company and
−Removed: its subsidiaries deliver a wide range of accounting, tax planning and management services to high net worth individuals and
−Removed: businesses nationwide.
+Added: Also pursuant to the Merger, each of the shares
+Added: of Financial Gravity Holdings common stock issued and outstanding prior to the Merger was automatically converted into and exchangeable
+Added: for an equivalent number of fully paid and non-assessable shares of Company common stock.
+Added: The accounting acquirer (legal acquiree) in
+Added: the reverse merger transaction, Financial Gravity Holdings, is now a subsidiary of the Company.
+Added: Business Legacy, Inc., founded
+Added: in 2002, and Pollock Advisory Group, founded in 2007, were added on September 29, 2014, as subsidiaries.
+Added: During fiscal year 2015,
+Added: the Company acquired as additional subsidiaries, Cloud9b2b, LLC and SASH Corporation (dba Metro Data Processing).
+Added: During fiscal
+Added: year 2016, the Company acquired an additional subsidiary, Tax Coach Software, LLC.
+Added: The Company and its subsidiaries deliver a wide
+Added: range of accounting, tax planning and management services to high net worth individuals and businesses nationwide.
Organic growth has come in four key areas.
6 unchanged sentences
Products and Services
−Removed: The following outline briefly describes Financial Gravity’s
−Removed: various subsidiaries and the products and services they offer:
+Added: The following outline briefly describes Financial
+Added: Gravity’s various subsidiaries and the products and services they offer:
+Added: Financial Gravity Holdings,
+Added: Financial Gravity Holdings engages in the acquisition and integration of financial and other businesses which will deliver
+Added: a wide range of accounting, tax planning and management services to high net worth individuals and businesses in the Dallas/Fort
+Added: Worth region.
Financial Gravity Operations, Inc.
1 unchanged sentence
Financial Gravity Tax, Inc.
−Removed: Business Legacy, Inc.
−Removed: Financial Gravity Tax is a bookkeeping, tax planning and payroll service provider for small
−Removed: companies and individuals.
+Added: formerly Business
+Added: Financial Gravity Tax is a bookkeeping, tax planning and payroll service provider for small companies and individuals.
Financial Gravity Wealth, Inc.
Pollock Advisory Group, Inc.
−Removed: Financial Gravity Wealth is a registered investment advisor and provides asset management
+Added: Financial Gravity Wealth is a registered investment advisor and provides asset management services.
Financial Gravity Business, LLC formerly
8 unchanged sentences
Metro Data Processing provides payroll services, software and support solutions to business owners.
−Removed: Tax Coach Software, LLC
−Removed: Tax Coach Software provides three primary services including monthly subscriptions to the “TaxCoach”
−Removed: system, coaching and email marketing services.
−Removed: Recent Developments
−Removed: On December 20, 2016, the firm of Lane
−Removed: Gorman Trubitt, LLC (“Lane Gorman”) resigned as auditors of Financial Gravity Companies, Inc.
−Removed: This action was in response
−Removed: to concerns raised by the SEC about the independence of Lane Gorman Trubitt LLC based on the firm’s involvement in the preparation
−Removed: of footnote disclosures on prior audit reports for the years ended December 31, 2015 and 2014.
−Removed: After discussions with SEC staff
−Removed: the Company and Lane Gorman determined that resignation was the most prudent action to take, in order for the Company to timely
−Removed: engage a new firm and complete a new audit of the financial statements for the two
−Removed: years ended September 30, 2016 and 2015.
−Removed: On December 26, 2016, the Company engaged
−Removed: the firm of Whitley Penn LLP (“Whitley Penn”) as the new independent auditors for the years ended September 30, 2016
−Removed: The market is comprised of a very large
−Removed: selection of varied suppliers that provide financial advisory, accounting, and tax needs.
−Removed: These include accounting firms, certified
−Removed: public accountants (“CPA's”), bookkeeping businesses, estate planners, lawyers, wealth management consultants, estate
−Removed: offices, private offices, banks, and large financial institutions.
−Removed: However, many of these firms are either too big to provide the
−Removed: customized services that small business owners are seeking, are too expensive, or simply do not have the customized services that
−Removed: Financial Gravity offers to meet the needs of small business owners and high net worth individuals.
−Removed: Financial Gravity has a unique product
−Removed: and service delivery model that has been proven to work over the past years.
+Added: Tax Coach Software, LLC Tax Coach Software
+Added: provides three primary services including monthly subscriptions to the “TaxCoach”
+Added: software system, coaching and email
+Added: marketing services.
+Added: The market is comprised of a very large selection
+Added: of varied suppliers that provide financial advisory, accounting, and tax needs.
+Added: These include accounting firms, certified public
+Added: accountants (“CPA's”), bookkeeping businesses, estate planners, lawyers, wealth management consultants, estate offices,
+Added: private offices, banks, and large financial institutions.
+Added: However, many of these firms are either too big to provide the customized
+Added: services that small business owners are seeking, are too expensive, or simply do not have the customized services that Financial
+Added: Gravity offers to meet the needs of small business owners and high net worth individuals.
+Added: Financial Gravity has a unique product and
+Added: service delivery model that has been proven to work over the past years.
Financial Gravity believes that its superior products,
services and overall customer service will enable it to achieve its target sales and revenue.
−Removed: In addition, Financial Gravity considers
−Removed: a number of its small to medium-sized business competitors to potentially be attractive acquisition targets.
+Added: In addition, Financial Gravity considers a
+Added: number of its small to medium-sized business competitors to potentially be attractive acquisition targets.
Intellectual Property
−Removed: Financial Gravity maintains copyrights
−Removed: or trademarks on all of its printed marketing materials, the financialgravity.com website and other web pages, and proprietary
−Removed: Financial Gravity’s goal is to preserve its trade secrets, and operate without infringing on the proprietary rights
−Removed: of other parties.
−Removed: To help protect its proprietary know-how,
−Removed: which is not patentable, Financial Gravity currently relies and will in the future rely on trade secret protection and confidentiality
+Added: Financial Gravity maintains copyrights or trademarks
+Added: on all of its printed marketing materials, the financialgravity.com website and other web pages, and proprietary software.
+Added: Gravity’s goal is to preserve its trade secrets and operate without infringing on the proprietary rights of other parties.
+Added: To help protect its proprietary know-how, which
+Added: is not patentable, Financial Gravity currently relies and will in the future rely on trade secret protection and confidentiality
agreements to protect its interests.
−Removed: To this end, Financial Gravity requires all of its employees, consultants, advisors and other
+Added: To this end, Financial Gravity requires all its employees, consultants, advisors and other
contractors to enter into confidentiality agreements that prohibit the disclosure of confidential information and, where applicable,
require disclosure and assignment to Financial Gravity of the ideas, developments, discoveries and inventions important to its
−Removed: As of September 30, 2016, Financial Gravity
−Removed: had approximately 24 full-time employees.
−Removed: None of the Company’s employees are covered by a collective bargaining agreement.
−Removed: Financial Gravity believes that it maintains good relations with its employees.
+Added: As of September 30, 2017, the Company had approximately 19 full-time employees.
+Added: None of the Company’s employees are covered by a collective
+Added: bargaining agreement.
+Added: The Company believes that it maintains good relations with its employees.
Legal Proceedings
−Removed: From time to time, we are a party to or
−Removed: otherwise involved in legal proceedings, claims and other legal matters, arising in the ordinary course of our business or otherwise.
−Removed: A subsidiary of the Company is currently involved in one legal proceeding, the outcome of which will not be material to our ability
−Removed: to operate or market our services, our consolidated financial position, results of operations or cash flows.
+Added: From time to time, the Company is a party to
+Added: or otherwise involved in legal proceedings, claims and other legal matters, arising in the ordinary course of its business or otherwise.
+Added: A subsidiary of the Company is currently involved in one legal proceeding, the outcome of which will not be material to its ability
+Added: to operate or market its services, its consolidated financial position, results of operations or cash flows.
Government Regulation
5 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.