Attached files
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| EX-16.1 - LETTER FROM MAYER HOFFMAN MCCANN P.C. - IMAGEWARE SYSTEMS INC | 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): June 20, 2021
IMAGEWARE SYSTEMS, INC.
(Exact name of Registrant as specified in its Charter)
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Delaware
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001-15757
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33-0224167
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(State
or other jurisdiction
of
incorporation)
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(Commission
File No.)
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(IRS
Employer
Identification
No.)
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11440
W. Bernardo Court, Suite 300
San Diego, California 92127
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(Address
of principal executive offices)
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(858)
673-8600
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(Registrant’s
Telephone Number)
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Not
Applicable
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(Former
name or address, if changed since last report)
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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 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:
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Title of each class
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Trading Symbol(s)
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Name of exchange on which registered
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None
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IWSY
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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 (17 CFR 230.405) or Rule 12b-2 of the
Securities Exchange Act of 1934 (17 CFR
240.12b-2) ☐
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 Change in Registrant's Certifying
Accountant.
On June
20, 2021, the Board of Directors of ImageWare Systems, Inc., a
Delaware corporation (the “Company”), notified Mayer Hoffman
McCann P.C. (“MHM”), the Company’s
independent registered public accounting firm, that it would be
dismissing MHM effective immediately following the Company’s
filing of its Quarterly Report on Form 10-Q for the quarter ending
June 30, 2021. MHM will continue to serve as the Company’s
independent registered public accounting firm until that
time. The
Board of Directors
is currently interviewing alternative independent registered public
accounting firms to succeed MHM.
The
report of independent registered public accounting firm of MHM
regarding the Company’s financial statements for the fiscal
years ended December 31, 2020 and 2019 did not contain any
adverse opinion or disclaimer of opinion and were not qualified or
modified as to uncertainty, audit scope or accounting principles,
except that the audit reports for the years ended December 31, 2020
and December 31, 2019 contained an explanatory paragraph disclosing
the uncertainty regarding the Company’s ability to continue
as a going concern.
During
the years ended December 31, 2020 and 2019, and during the
interim period from the end of the most recently completed fiscal
year through June 24, 2021, there were no disagreements with MHM on
any matter of accounting principles or practices, financial
statement disclosure or auditing scope or procedures, which
disagreements, if not resolved to the satisfaction of MHM would
have caused it to make reference to such disagreement in its
reports.
The
Company provided MHM with a copy of this Current Report on Form 8-K
prior to its filing with the Securities and Exchange Commission and
requested that MHM furnish the Company with a letter addressed to
the Securities and Exchange Commission stating whether it agrees
with above statements and, if it does not agree, the respects in
which it does not agree. A copy of the letter, dated June 24, 2021,
is filed as Exhibit 16.1 (which is incorporated by
reference herein) to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
EXHIBIT INDEX
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.
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IMAGEWARE SYSTEMS, INC. |
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Date: June
24,
2021
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By:
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/s/ Kristin
Taylor
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Kristin
Taylor
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Chief Executive
Officer
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