Business Context and Reporting Period
This Form 8-K filing by Biorestorative Therapies, Inc. (a Delaware corporation and emerging growth company) was dated December 1, 2020. The report addresses a change in the company's independent registered public accountants.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on the administrative change of auditors.
Material Changes
- Dismissal of Auditor: On December 1, 2020, the Company dismissed Marcum LLP as its independent registered public accountants.
- Engagement of New Auditor: On December 2, 2020, the Company engaged Friedman LLP to audit consolidated financial statements for the years ended December 31, 2019, and 2020.
- Board Approval: The entire Board of Directors approved both the dismissal and the new engagement.
Outlook, Risks, and Contingencies
Going Concern History: The prior auditor, Marcum LLP, issued reports for the years ended December 31, 2017, and 2018, which included an explanatory paragraph regarding substantial doubt about the Company's ability to continue as a going concern. However, these reports did not contain adverse opinions, disclaimers, or qualifications regarding uncertainty, audit scope, or accounting principles.
Disagreements: The Company reported no disagreements with Marcum LLP on accounting principles, practices, or auditing scope during the 2017 and 2018 fiscal years or the subsequent period prior to dismissal. No reportable events under Regulation S-K Item 304(a)(1)(v) occurred.
New Auditor Consultations: No consultations occurred between the Company and Friedman LLP during the two most recent fiscal years or the interim period prior to appointment regarding accounting principles or potential disagreements.
Investor Verification Checklist
- Verify the status of the "substantial doubt" regarding the Company's ability to continue as a going concern noted in prior years.
- Review the letter from Marcum LLP (Exhibit 16.1) to confirm their agreement with the Company's disclosures regarding the dismissal.
- Monitor upcoming financial statements audited by Friedman LLP for the years ended December 31, 2019, and 2020.
- Confirm the Company's current liquidity position given the historical going concern warnings.