Hemagen Diagnostics Inc - Current report filing (8-K)
18 Septembre 2007 - 8:10PM
Edgar (US Regulatory)
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 Report (Date of earliest event reported) September 13,
2007
HEMAGEN
DIAGNOSTICS, INC.
(Exact
name of Registrant as specified in its Charter)
Delaware
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1-11700
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04-2869857
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No. )
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9033
Red Branch Road, Columbia, MD
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21045
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code
(410)
740-3198
(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):
¨
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR
240.13e-4(c))
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Item
4.01 Changes in Registrant’s Certifying
Accountant.
On
September 13, 2007, the Audit
Committee of the Board of Directors dismissed Grant Thornton LLP as its
independent registered public accounting firm. On that same date, the
Audit Committee engaged Stegman & Company (the “New Auditor”) as its
independent registered public accounting firm effective September 13, 2007
.
Grant
Thornton’s report on the
Registrant’s financial statements for each of the last two fiscal years did not
contain an adverse opinion or a disclaimer of opinion, nor was it qualified
or
modified as to uncertainty, audit scope, or accounting
principles. During the Registrant’s two most recent fiscal years and
the subsequent interim period preceding the dismissal of Grant Thornton, there
were no disagreements on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure which, if not
resolved to the satisfaction of Grant Thornton, would have caused it to make
a
reference to the subject matter in connection with its report. During
the Registrant’s two most recent fiscal years and the subsequent interim period
preceding Grant Thornton’s dismissal, there have been no reportable events (as
defined in Regulation S-B Item 304(a)(1)).
During
the two most recent fiscal years
and the interim period prior to engaging the New Auditor, neither the Registrant
nor anyone on its behalf consulted the New Auditor regarding (i) either: the
application of accounting principles to a specified transaction, either
completed or proposed; or the type of audit opinion that might be rendered
on
the Registrant’s financial statements, and no written report or oral advice was
provided to the Registrant that the New Auditor concluded was an important
factor considered by the Registrant in reaching a decision as an accounting,
auditing or financial reporting issue; or (ii) any matter that was the subject
of a disagreement or a reportable event (as defined in Regulation S-B Item
304(a)(1).
The
Registrant requested that Grant
Thornton furnish it with a letter addressed to the Securities and Exchange
Commission stating whether it agrees with the above statements. A
copy of such letter, dated September 18, 2007 is filed as Exhibit 16 to this
Form 8-K.
Item
9.01 Financial Statements and Exhibits.
(d) Exhibits.
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16
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Letter
from Grant Thornton LLP to the Securities and Exchange Commission,
dated
September 18, 2007.
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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.
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HEMAGEN
DIAGNOSTICS,
INC.
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Date:
September 18, 2007
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By:
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/s/ Catherine
M.
Davidson
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Catherine
M. Davidson
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Principal
Accounting and
Financial Officer
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