Business Context and Reporting Period
This Form 8-K is a current report filed by Nephros, Inc. on December 2, 2021. The filing addresses a change in the company's certifying accountant. Nephros, Inc. is incorporated in Delaware and its common stock trades on The Nasdaq Stock Market LLC under the symbol NEPH.
Key Financial Metrics
This filing does not contain financial performance data. There are no reported figures for revenue, profit, cash flow, margins, debt, or liquidity in this document.
Material Changes
- Accountant Resignation: Moody, Famiglietti and Andronico, LLP ("MFA") resigned as the Company's independent registered public accounting firm on December 2, 2021.
- Reason for Change: MFA's audit practice was combined with Baker Tilly US, LLP ("Baker Tilly") in a transaction where MFA's operations, staff, and partners joined Baker Tilly.
- New Appointment: With the approval of the Audit Committee, Baker Tilly was engaged as the new independent registered public accounting firm effective December 2, 2021.
- Historical Audit Quality: MFA's reports for fiscal years ended December 31, 2020, and 2019 contained no adverse opinions, disclaimers, or qualifications regarding uncertainty, audit scope, or accounting principles.
- Disagreements: There were no disagreements between the Company and MFA regarding accounting principles, practices, financial statement disclosures, or auditing scope/procedures during the relevant periods.
Guidance, Outlook, and Risks
The filing contains no management guidance, financial outlook, or discussion of future risks. The document confirms that no consultations occurred with Baker Tilly regarding specific accounting principles or audit opinions prior to their engagement. The Company provided MFA with a copy of this report prior to filing, and MFA's letter of response is included as Exhibit 16.1.
Investor Verification Checklist
- Verify the transition timeline and effective date of Baker Tilly's engagement.
- Review Exhibit 16.1 (Letter from MFA) to confirm the former auditor's agreement with the statements regarding the resignation and lack of disagreements.
- Monitor future filings for the first audit report issued by Baker Tilly to ensure continuity in financial reporting standards.
- Check for any subsequent 8-K filings regarding the completion of the firm merger or additional regulatory requirements.