SEC Filing Summary: Bywater Resources Inc. (Form 8-K)
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Bywater Resources Inc. (not Harrow, Inc.) on December 26, 2006. The report discloses a change in the company's independent certifying accountant. The company is incorporated in Delaware with principal executive offices in New York, NY.
Key Financial Metrics
The filing does not provide specific revenue, profit, cash flow, or debt figures for the current period. However, it references the prior year's audit report (year ended March 31, 2006), which noted:
- Revenue: The company had yet to generate any revenue as of the March 31, 2006 audit.
- Liquidity: Shareholders funded shortfalls in cash flow on a day-to-day basis.
- Going Concern: The lack of revenue and reliance on shareholder funding raised substantial doubt about the company's ability to continue as a going concern.
Material Changes
The primary material change reported is the dismissal of the previous independent auditor, Gately & Associates, LLC, effective December 22, 2006, and the engagement of Webb & Company, P.A. as the new principal independent auditors effective December 26, 2006. This decision was ratified by the majority of the Board of Directors.
Management Commentary and Risks
Auditor Disagreements: Management states there were no disagreements with the former auditor (Gately) regarding accounting principles, financial statement disclosures, or auditing scope/procedures since the company's inception in January 2006.
Consultation with New Auditor: The company did not consult with the new auditor (Webb) prior to engagement regarding accounting principles, potential audit opinions, or matters of disagreement with the former auditor.
Risks: The filing reiterates the historical risk of "substantial doubt about our ability to continue as a going concern" due to a lack of revenue and reliance on shareholder funding, as noted in the previous auditor's report.
Investor Verification Checklist
- Verify the company name discrepancy: The filing is for Bywater Resources Inc., not Harrow, Inc.
- Confirm the status of the "going concern" warning from the March 31, 2006 audit and whether the company has generated revenue since then.
- Review the letter from Gately & Associates, LLC (Exhibit 16.1) to confirm their agreement with the company's statements regarding the dismissal.
- Monitor future filings for the first financial statements audited by Webb & Company, P.A.