UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of
1934
Date of
Earliest Event Reported: February
3, 2021
General
Moly, Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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001-32986
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91-0232000
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(State or other jurisdictionof incorporation)
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(Commissionfile number)
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(IRS employeridentification no.)
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1726
Cole Blvd., Suite 115
Lakewood,
CO 80401
(Address
of principal executive offices, including zip code)
(303)
928-8599
(Registrant’s
telephone number, including area code)
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):
☐
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
☐
Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
☐
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 210.14d-2(b))
☐
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c)
Securities
registered pursuant to Section 12(b) of the Act:
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Title of each
class
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Trading
Symbol(s)
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Name of each
exchange on which registered
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Common
Stock, par value $0.001 per share
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GMO
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N/A
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Indicate by check
mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (§230.405 of
this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934
(§240.12b-2 of this chapter)
Emerging growth
company ☐
If an emerging
growth company, indicate by check mark if the registrant has
elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided
pursuant to Section 13(a) of the Exchange Act. ☐
Item
4.01
Changes
in Registrant’s Certifying Accountant
(a) Resignation of independent registered public accounting
firm.
On
February 3, 2021, Plante & Moran, PLLC notified General Moly,
Inc. (the “Company”) that it was resigning as the
Company’s independent registered public accounting firm,
effective immediately.
The
report of Plante & Moran, PLLC on the financial statements as
of and for the year ended December 31, 2019 contained no adverse
opinion or disclaimer of opinion and were not qualified or modified
as to uncertainty, audit scope or accounting principle,
except
that Plante & Moran, PLLC’s report on the
Company’s financial statements as of and for the year ended
December 31, 2019 included a paragraph noting that the
Company’s working capital deficit and absence of revenue from
operations along with other matters discussed in Note 1 raised
substantial doubt about the Company’s ability to continue as
a going concern. Plante & Moran, PLLC did not issue a
report on the financial statements for the year ended December 31,
2020.
During
the fiscal years ended December 31, 2020 and 2019 and the
subsequent interim period through February 3, 2021, there have been
no disagreements with Plante & Moran, PLLC on any matter of
accounting principles or practices, financial statement disclosure,
or auditing scope or procedure, which disagreements if not resolved
to the satisfaction of Plante & Moran, PLLC would have caused
them to make reference thereto in their reports on the financial
statements for such years. Plante & Moran, PLLC did not conduct
an audit on the financial statements for the fiscal year ended
December 31, 2020 and did not issue a report on those financial
statements. In addition, there were no “reportable
events” (as that term is defined in Item 304(a)(1)(v) of
Regulation S-K) during the fiscal years ended December 31, 2020 and
2019 and the subsequent interim period through February 3, 2021.
However, Plante & Moran, PLLC did not perform an audit on the
Company’s financial statements for fiscal year ended December
31, 2020.
The
Company has requested that Plante & Moran, PLLC provide it with
a letter addressed to the Securities and Exchange Commission
stating whether or not it agrees with the above statements. A copy
of such letter, dated February 8, 2021, is filed as Exhibit 16.1 to
this Form 8-K.
On
November 18, 2020, the Company filed a voluntary petition under
chapter 11 of the United States Bankruptcy Code in the United
States Bankruptcy Court for the District of Colorado (the
“Bankruptcy Court”). The Debtor’s chapter 11 case
is captioned “In re: General Moly, Inc.” and was
assigned case number 20-17493-EEB. The Company is continuing to
operate its business as a “debtor-in-possession” and
has filed a Plan of Reorganization and Disclosure Statement with
the Bankruptcy Court.
The Company cautions that trading in the
Company’s securities is highly speculative and poses
substantial risks. Trading prices for the Company’s
securities may bear little or no relationship to the actual value
realized, if any, by holders of the Company’s securities.
Accordingly, the Company urges extreme caution with respect to
existing and future investments in its securities. The
Company did not prepare financial statements for the periods ended
September 30, 2020 and December 31, 2020, did not file a Quarterly
Report on Form 10-Q for the period ended September 30, 2020 and
does not intend to file an Annual Report for the year ended
December 31, 2020.
Item
9.01
Financial
Statements and Exhibits
(d) Exhibits
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Exhibit
No.
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Description
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Letter
from Plante & Moran, PLLC to the Securities and Exchange
Commission dated February 8, 2021.
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SIGNATURES
Pursuant to the
requirements of the Securities Exchange Act of 1934, the Company
has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
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GENERAL MOLY,
INC.
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Dated:
February 9,
2021
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By:
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/s/ Thomas M.
Kim
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Thomas M.
Kim
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Interim Chief
Executive Officer
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