Amendment: Dolphin Entertainment Inc. filed SEC Form 8-K: Financial Statements and Exhibits
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INTRODUCTORY NOTE
On July 15, 2024 (the “Closing Date”), Dolphin Entertainment, Inc., a Florida corporation (the “Company”), acquired all of the issued and outstanding membership interests of Elle Communications, LLC, a California limited liability company (“Elle”), pursuant to a membership interest purchase agreement dated the Closing Date, by and among the Company and the seller signatory thereto (the “Acquisition”). Elle is a California based communications agency.
This Current Report on Form 8-K/A amends the Current Report on Form 8-K the Company filed on July 19, 2024, to include Elle audited financial statements as of and for the years ended December 31, 2023, the unaudited financial statements as of and for the six months ended June 30, 2024 and the unaudited pro forma combined financial information related to the Acquisition required by Items 9.01(a) and 9.01(b) of Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements of businesses or funds acquired.
The audited balance sheet of Elle as of December 31, 2023 and the related statement of income, statement of member’s equity and statement of cash flow for the year ended December 31, 2023, together with the accompanying notes thereto and the unaudited financial statements of Elle as of and for the six month period ended June 30, 2024 are filed as Exhibit 99.1 hereto and are incorporated herein by reference.
(b) Pro forma financial information.
The unaudited pro forma condensed combined financial information of the Company, including the condensed combined balance sheet as of June 30, 2024, statement of operations for the six months ended June 30, 2024 and statement of operations for the period ending December 31, 2023 are filed as Exhibit 99.2 and are incorporated herein by reference. The unaudited pro forma condensed combined financial information was prepared giving effect to the Acquisition as if it had occurred on January 1, 2023. This unaudited pro forma condensed combined financial information is provided for illustrative purposes only and does not purport to represent what the Company's actual results of operations or financial position would have been if the Acquisition had occurred on the dates indicated, nor are they necessarily indicative of the Company's future operating results or financial position.
(d) Exhibits. The following exhibits are filed as part of this report.
| Exhibit No. | Description | |
| 23.1 | Consent of Grant Thornton, LLP | |
| 99.1 | Historical Financial Information of Elle Communications, LLC | |
| 99.2 | Unaudited Pro Forma Condensed Combined Financial Information of Dolphin Entertainment, Inc. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| DOLPHIN ENTERTAINMENT, INC. | ||||||
| Date: September 27, 2024 | By: |
/s/ Mirta A. Negrini | ||||
| Mirta A. Negrini | ||||||
| Chief Financial and Operating Officer | ||||||