Business Context and Reporting Period
This Form 8-K Current Report was filed by Longeveron Inc. (LGVN) on March 22, 2022. The filing addresses a change in the company's independent registered public accounting firm, effective immediately on the report date. The decision was approved by the Audit Committee of the Board of Directors.
Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on the administrative change of the external auditor.
Material Changes
- Dismissal of Auditor: Longeveron Inc. dismissed MSL, P.A. as its independent registered public accounting firm effective March 22, 2022.
- Engagement of New Auditor: The company engaged Marcum LLP as its new independent registered public accountant for the fiscal year ending December 31, 2022.
- Audit History: The reports issued by MSL, P.A. for fiscal years 2021 and 2020 did not contain adverse opinions, disclaimers, or qualifications regarding uncertainty, audit scope, or accounting principles.
- Disagreements: The company reported no disagreements with MSL, P.A. on accounting principles, practices, or auditing scope during the fiscal years ended December 31, 2021 and 2020, or the interim period through March 22, 2022.
Guidance, Outlook, and Risks
The filing contains no financial guidance, outlook, or management commentary regarding future business performance. Regarding risks and contingencies, the company confirmed that no reportable events occurred during the relevant periods. MSL, P.A. provided a letter dated March 25, 2022, stating that it agrees with the statements made in this report regarding the dismissal.
Key Facts for Investor Verification
- Verify the transition timeline between MSL, P.A. and Marcum LLP to ensure no gap in audit coverage.
- Review the letter from MSL, P.A. (Exhibit 16.1) to confirm their agreement with the company's disclosure of the dismissal reasons.
- Monitor future filings for any restatements or qualifications in the 2022 financial statements prepared under the new auditor.
- Confirm that the change in auditors was not precipitated by undisclosed disagreements or reportable events not captured in this summary.