Business Context and Reporting Period
This Form 8-K/A is an amendment filed by Pangaea Logistics Solutions Ltd. on July 2, 2015, regarding an event dated June 3, 2015. The filing corrects the notification date for the dismissal of PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab ("PwC"), the independent auditor for Nordic Bulk Holdings ApS ("NBH"), a significant subsidiary of the Company.
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 change in certifying accountants for the subsidiary.
Material Changes
- Correction of Date: The notification date for PwC's dismissal was corrected from June 2, 2015, to June 3, 2015.
- Accountant Dismissal: NBH dismissed PwC as its independent registered public accounting firm. This action was recommended by the Company's audit committee.
- Continuity of Service: Grant Thornton LLP remains the Company's independent registered public accounting firm. Grant Thornton has expressed reliance on PwC's past audits of NBH but does not expect to rely on another firm for future reports.
Outlook, Risks, and Management Commentary
- Audit Opinions: PwC's reports on NBH's financial statements for the years ended December 31, 2014, and 2013, did not contain adverse opinions, disclaimers, or qualifications regarding uncertainty, scope, or accounting principles.
- Disagreements: There were no disagreements between the Company and PwC regarding accounting principles, practices, disclosures, or auditing scope/procedures during the relevant periods.
- Reportable Events: No reportable events as defined under Item 304(a)(1)(v) of Regulation S-K occurred during the specified periods.
- Confirmation: PwC was provided with the disclosures in this report and submitted a letter dated July 1, 2015, indicating their agreement with the disclosures.
Investor Verification Checklist
- Verify the corrected notification date of June 3, 2015, for the dismissal of PwC.
- Confirm that Grant Thornton LLP continues to serve as the primary auditor for Pangaea Logistics Solutions Ltd.
- Review the attached Exhibit 10.23 (PwC's letter) to confirm their agreement with the Company's disclosures.
- Ensure no undisclosed disagreements or reportable events exist between the Company and PwC for the 2013 and 2014 fiscal years.