BestGofer flags Q1 2026 goodwill impairment, restates loss

BestGofer, Inc. determined that its previously issued unaudited financial statements for the quarter ended February 28, 2026 should no longer be relied upon because a required non-cash goodwill impairment was missed.

Rhea-AI Filing Summary

BestGofer, Inc. determined that its previously issued unaudited financial statements for the quarter ended February 28, 2026 should no longer be relied upon because a required non-cash goodwill impairment was missed.

Management concluded that goodwill of $78,754 tied to its Liberty Home Inspection Services LLC subsidiary should have been fully impaired as of February 28, 2026 under ASC 350-20. Recognizing this charge increased the quarter’s net loss from $7,001 to $85,755 and reduced goodwill on the balance sheet from $78,754 to $0, with related changes to operating expenses, stockholders’ deficit, accumulated deficit, loss per share, and cash flow and equity presentations.

The company discussed the issue with its independent auditor, Barton CPA PLLC, then filed an amended Form 10-Q containing restated interim financials and is now formally notifying the market under Item 4.02(a) that the original Form 10-Q should no longer be used.

Insights

Accounting and disclosure analyst

BestGofer recorded a missed goodwill impairment, restating its latest quarter with a much larger net loss.

The company determined that $78,754 of goodwill related to Liberty Home Inspection Services LLC was fully impaired as of February 28, 2026 under ASC 350-20. This non-cash charge significantly increased the reported net loss for that quarter and eliminated goodwill from the balance sheet.

Item 4.02(a) non-reliance notices are generally viewed as negative because they reveal prior financials were not accurate. Here, net loss rose from $7,001 to $85,755, and equity metrics and loss per share were revised. While the company has filed an amended Form 10-Q with restated statements, investors may pay close attention to future filings for any additional adjustments or changes in impairment judgments.

8-K Event Classification

2 items: 2.06, 4.02

2 items

Item 2.06 Material Impairments Financial

The company concluded that a material charge for impairment of assets (goodwill, intangibles, etc.) is required.

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

Previously issued financial statements, a related audit report, or a completed interim review should no longer be relied upon.

Key Figures

Goodwill impairment: $78,754 Net loss before restatement: $7,001 Net loss after restatement: $85,755 +2 more

5 metrics

Goodwill impairment $78,754 Goodwill of Liberty Home Inspection Services fully impaired as of Feb. 28, 2026

Net loss before restatement $7,001 Previously reported net loss for quarter ended Feb. 28, 2026

Net loss after restatement $85,755 Revised net loss for quarter ended Feb. 28, 2026 after goodwill impairment

Goodwill before impairment $78,754 Goodwill on balance sheet as of Feb. 28, 2026 before adjustment

Goodwill after impairment $0 Goodwill on balance sheet as of Feb. 28, 2026 after impairment

Key Terms

goodwill impairment, ASC 350-20, Item 4.02(a), restated unaudited interim financial statements, +1 more

5 terms

goodwill impairment financial

"management’s determination ... that goodwill in the amount of $78,754 should have been fully impaired as of February 28, 2026"

Goodwill impairment occurs when a company’s valued reputation or brand strength, known as goodwill, is found to be worth less than previously recorded on its financial statements. This usually happens when the company's performance declines or market conditions change, signaling that the expected benefits from acquisitions or brand value are no longer as strong. It matters to investors because it can indicate that a company's assets are less valuable than initially thought, potentially affecting its overall financial health.

ASC 350-20 financial

"This determination was made in accordance with Accounting Standards Codification (“ASC”) 350-20, Intangibles - Goodwill and Other"

Item 4.02(a) regulatory

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

restated unaudited interim financial statements financial

"the Form 10-Q/A, which includes the restated unaudited interim financial statements and an Explanatory Note describing the restatement"

emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

What did BestGofer, Inc. (BGFR) disclose in this 8-K filing?

BestGofer disclosed that its previously issued unaudited financial statements for the quarter ended February 28, 2026 should no longer be relied upon. The change stems from a missed non-cash goodwill impairment related to its Liberty Home Inspection Services subsidiary, which required a restatement of that quarter’s results.

Why must the prior BestGofer (BGFR) February 28, 2026 quarterly financials not be relied upon?

They omitted a required goodwill impairment for Liberty Home Inspection Services LLC. Management later determined that $78,754 of goodwill was fully impaired as of February 28, 2026, so the company restated its interim financials and formally advised that the original Form 10-Q is unreliable.

How did the goodwill impairment affect BestGofer’s (BGFR) Q1 2026 net loss?

Recording the $78,754 goodwill impairment increased BestGofer’s net loss for the quarter ended February 28, 2026 from $7,001 to $85,755. This adjustment also affected total operating expenses, accumulated deficit, stockholders’ deficit, loss per share, and related cash flow and equity rollforward presentations.

What happened to BestGofer’s (BGFR) goodwill balance after the impairment?

Goodwill on the balance sheet as of February 28, 2026 was reduced from $78,754 to $0. The impairment related to goodwill associated with Liberty Home Inspection Services LLC and followed an evaluation of impairment indicators under ASC 350-20, including weak revenue outlook and key-person concentration risk.

What corrective steps did BestGofer (BGFR) take after identifying the error?

BestGofer discussed the issue with its independent auditor, Barton CPA PLLC, then filed an amended Form 10-Q with restated unaudited interim financial statements. It also filed this Item 4.02(a) report to notify that the original Form 10-Q should no longer be relied upon by investors and other stakeholders.

Which subsidiary drove BestGofer’s (BGFR) goodwill impairment and why?

The impairment related to goodwill for Liberty Home Inspection Services LLC, a wholly owned subsidiary. Management cited limited historical and forecasted revenue, sensitivity of discounted cash flow estimates, and key-person concentration risk tied to its sole licensed inspector as impairment indicators as of February 28, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/19/2026 - 05:26 PM Learn about SEC filing dates

0001722556 false 0001722556 2026-05-05 2026-05-05

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 Report (Date of earliest event reported): May 5, 2026

BESTGOFER, INC.

(Exact Name of Registrant as Specified in Charter)

Nevada	000-56485	82-5296245
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification Number)

10 Nisan Beck St.

Jerusalem, Israel 91034

(Address of Principal Executive Offices, Zip Code)

Registrant’s telephone number, including area code: (972) 03-9117987

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:

☐ Written communication 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 240.14d-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: None

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

On May 5, 2026, the management of BestGofer, Inc. (the “Company”), in connection with the determination of a material non-cash impairment charge for the goodwill associated with the Company’s wholly-owned subsidiary, Liberty Home Inspection Services LLC (“LHIS”), concluded that the Company’s previously issued unaudited interim financial statements for the three months ended February 28, 2026, as filed with the Securities and Exchange Commission (the “SEC”) on April 22, 2026 in the Company’s Quarterly Report on Form 10-Q (SEC Accession No. 0001722556-26-000016) (the “Original Form 10-Q”), should no longer be relied upon.

The non-reliance conclusion is based on management’s determination, made on or about May 5, 2026, that goodwill in the amount of $78,754 should have been fully impaired as of February 28, 2026, the end of the Company’s first fiscal quarter of 2026. This determination was made in accordance with Accounting Standards Codification (“ASC”) 350-20, Intangibles - Goodwill and Other, following management’s evaluation of impairment indicators existing as of February 28, 2026, including the LHIS reporting unit’s limited historical and forecasted revenue, the sensitivity of a discounted-cash-flow estimate to reasonable changes in assumptions, and key-person concentration risk associated with the LHIS sole licensed inspector. The Original Form 10-Q reported goodwill of $78,754 as an asset and did not reflect any impairment charge for the three months ended February 28, 2026.

As a result of recording the $78,754 goodwill impairment as of February 28, 2026, the Company’s previously reported net loss for the three months ended February 28, 2026 has increased from $(7,001) to $(85,755), and goodwill on the Balance Sheet as of February 28, 2026 has been reduced from $78,754 to $0. Related adjustments have been made to total operating expenses, total stockholders’ deficit, accumulated deficit, basic and diluted loss per share, and the corresponding cash flow and equity rollforward presentations.

The Company’s management discussed the matters disclosed in this Current Report on Form 8-K with Barton CPA PLLC, the Company’s independent registered public accounting firm, prior to making the conclusions described above.

On May 6, 2026, the Company filed a Current Report on Form 8-K under Item 2.06 reporting the conclusion described above (SEC Accession No. 0001722556-26-000018). On May 8, 2026, the Company filed Amendment No. 1 to its Quarterly Report on Form 10-Q for the three months ended February 28, 2026 (SEC Accession No. 0001722556-26-000021) (the “Form 10-Q/A”), which includes the restated unaudited interim financial statements and an Explanatory Note describing the restatement. Investors, the Company’s stockholders, and other persons reviewing the Company’s filings should rely on the Form 10-Q/A and should no longer rely on the Original Form 10-Q.

This Current Report on Form 8-K is being filed to satisfy the requirements of Item 4.02(a) of Form 8-K and is being filed following the filing of the Form 10-Q/A. The Company acknowledges that this Current Report is being filed after the four-business-day period referenced in General Instruction B.1 to Form 8-K. The Company is filing it as soon as practicable upon identifying the requirement and to ensure complete and clear disclosure to the market that the Original Form 10-Q should no longer be relied upon

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			BestGofer, Inc.
Date:	May 19, 2026		By:	/s/ Mohammad Hasan Hamed
			Name:	Mohammad Hasan Hamed
			Title:	President, Chief Executive Officer, Chief Financial Officer and Principal Accounting Officer

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-101 bgof-20260505_def.xml 1.8 KB
• EX-101 bgof-20260505_lab.xml 12.9 KB
• EX-101 bgof-20260505_pre.xml 8.3 KB
• EX-101 bgof-20260505.xsd 2.2 KB