Attached files
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EX-16.1 - SpectrumDNA, Inc. | v211649_ex16-1.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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) February 9, 2011
SPECTRUMDNA,
INC.
(Exact
name of registrant as specified in its charter)
Commission
file number 333-148883
Delaware
|
20-4880377
|
(State
or other jurisdiction
|
(I.R.S.
Employer
|
of
incorporation or
|
Identification
No.)
|
organization)
|
|
1781 Sidewinder Drive, Suite 201 | |
P.O. Box 682798 | |
Park City, Utah |
84068
|
(Address of principal |
(Zip
Code)
|
executive offices) |
Registrant’s telephone
number, including area code: (435)
658-1349
Not
applicable
(Former
name or former address, if changed since last report)
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):
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
4.01 Changes
in Registrant’s Certifying Accountant.
(a) Effective
as of February 9, 2011, SpectrumDNA, Inc. (the “Company”) dismissed Chisholm,
Bierwolf, Nilson, and Morrill LLC (“CBNM”) as the principal independent
accountants of the Company. The decision to dismiss CBNM as the
Company’s principal independent accountants was approved by the Company’s Board
of Directors. The dismissal was due to the fact that CBNM informed
the Company of the pending revocation of CBNM’s registration with the Public
Company Accounting Oversight Board.
The reports of CBNM on the Company’s
financial statements for either the past two years did not contain an adverse
opinion or a disclaimer of opinion, or was qualified or modified as to
uncertainty, audit scope, or accounting principles, except that CBNM’s opinion
on the financial statements for the years ended December 31, 2009 and 2008
included an explanatory paragraph describing substantial doubt about the
Company’s ability to continue as a going concern.
During the Company’s two most recent
fiscal years and any subsequent interim period preceding the date hereof, there
were no disagreements with the former accountants 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 the
former accountants, would have caused it to make reference to the subject matter
of the disagreements in connection with its report.
During the Company’s two most recent
fiscal years and any subsequent interim period preceding the date hereof, there
were no reportable events as defined in Item 304(a)(1)(v)
of Regulation S-K.
The Company has requested CBNM to
furnish it a letter addressed to the Commission stating whether it agrees with
the above statements. A copy of that letter, dated February 15, 2011,
is filed as Exhibit 16.1 to this Form 8-K.
(b) Effective
as of February 9, 2011, the Company engaged HJ & Associates, L.L.C. (“HJ
& Associates”), as its principal independent accountants to audit the
financial statements of the Company for the year ended December 31.
2010. The decision to engage HJ & Associates as the Company’s
principal independent accountants was approved by the Company’s Board of
Directors.
During
the two most recent fiscal years and any subsequent period prior to engaging HJ
& Associates, the Company has not consulted with HJ & Associates
regarding either: (i) application of accounting principles to any specified
transaction, either completed or proposed, or the type of audit opinion that
might be rendered on the Company’s financial statements, and neither a written
report was provided to the Company nor oral advice was provided that HJ &
Associates concluded was an important factor considered by the Company in
reaching a decision as to the accounting, auditing or financial reporting issue;
or (ii) any matter that was either the subject of a disagreement (as defined in
Regulation S-K, Item 304(a)(1)(iv) and the related instructions) or reportable
event (as defined in Regulation S-K, Item 304(a)(1)(v)).
Item
9.01
Financial Statements and Exhibits.
List
below the financial statements, pro forma financial information and exhibits, if
any, filed as part of this report.
Exhibits: |
Page
|
|
|
16.1 Letter of Chisholm, Bierwolf, Nilson, and Morrill LLC, dated February 15, 2011 |
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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.
SPECTRUMDNA, INC. | |||
(Registrant) | |||
Dated:
February 15,
2011
|
By:
|
/s/ James A. Banister | |
James A. Banister, | |||
Chief
Executive Officer
|
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