Business Context and Reporting Period
This Form 8-K Current Report was filed by Harvard Bioscience, Inc. on May 11, 2017, covering events occurring on May 8, 2017. The filing primarily addresses a change in the Company's independent registered public accounting firm.
Key Financial Metrics
This filing does not contain revenue, profit, cash flow, margin, debt, or liquidity figures. The document focuses exclusively on governance and audit matters.
Material Changes
- Accountant Change: The Audit Committee appointed Grant Thornton LLP as the new independent registered public accounting firm, effective immediately on May 8, 2017.
- Dismissal of Prior Auditor: KPMG LLP was dismissed as the Company's independent registered public accounting firm effective immediately.
- Reasoning: The change resulted from a solicitation of proposals for the fiscal years ending December 31, 2017, and 2018.
Outlook, Risks, and Contingencies
- Internal Control Weaknesses: The filing confirms that material weaknesses existed in the Company's internal control over financial reporting for the fiscal years ended December 31, 2016, and 2015. These were previously disclosed in the Company's Form 10-K.
- Audit Opinions: KPMG's audit reports for 2015 and 2016 did not contain adverse opinions or disclaimers regarding the financial statements themselves. However, the reports on the effectiveness of internal controls indicated the Company did not maintain effective internal control over financial reporting for those periods.
- Remediation: Management remains committed to remediating the identified material weaknesses in a timely fashion.
- No Disagreements: There were no disagreements between the Company and KPMG regarding accounting principles, practices, or auditing scope during the two most recent fiscal years or the interim period through May 8, 2017.
Investor Verification Checklist
- Verify the status of remediation efforts for the material weaknesses in internal controls identified in the 2015 and 2016 Form 10-K filings.
- Review the letter from KPMG (Exhibit 16.1) to confirm their agreement with the disclosures regarding the change in auditors.
- Monitor future filings for the initial audit report issued by Grant Thornton LLP to assess their findings on the Company's financial reporting.
- Confirm that no undisclosed "reportable events" or disagreements occurred during the transition period.