Business Context and Reporting Period
This Form 8-K reports a change in the independent registered public accounting firm of Blue Water Biotech, Inc. The filing identifies the registrant as Blue Water Biotech, Inc., although the request metadata identifies Onconetix, Inc.; investors should verify the applicable corporate name and filing identity. The report date and earliest event date are June 29, 2023, with subsequent disclosures through July 6, 2023.
Financial Metrics
The filing does not provide current-period revenue, profit, cash flow, margins, debt, liquidity, or other operating financial metrics. Mayer Hoffman McCann P.C. audited the financial statements for the years ended December 31, 2022 and 2021. Its audit reports, dated March 8, 2023, contained no adverse opinion, disclaimer, or qualification.
Material Changes Versus the Prior Comparable Period
- Mayer Hoffman McCann P.C. resigned as the Company’s independent registered public accounting firm effective June 29, 2023.
- On July 6, 2023, the Audit Committee appointed EisnerAmper LLP as independent registered public accounting firm for the year ending December 31, 2023 and related interim periods.
- The Company reported no disagreements with MHM regarding accounting principles, financial statement disclosure, or audit scope during the two most recent fiscal years or subsequent interim period through July 6, 2023.
- The Company disclosed a previously reported material weakness in internal control related to staffing, segregation of duties, oversight, timely processing and analysis of complex transactions, financial statement preparation, and identification, approval, or reporting of related-party transactions. Remediation efforts are underway.
Guidance, Outlook, Risks, Contingencies, and Unusual Items
No financial guidance or operating outlook is provided. The principal control-related risk is the disclosed material weakness, which could affect the timely and accurate processing and reporting of financial information until remediated. The filing states that no additional reportable events were identified, other than the material weakness previously disclosed in the Company’s 2022 Form 10-K.
The Company stated that it did not consult EisnerAmper during the two most recent fiscal years or the subsequent interim period regarding matters described in Regulation S-K Item 304(a)(2).
Investor Verification Points
- Confirm the registrant’s corporate identity, including the apparent difference between the filing’s name, Blue Water Biotech, Inc., and the metadata name, Onconetix, Inc.
- Review Exhibit 16.1 for MHM’s response regarding the Company’s disclosures about the resignation.
- Assess the status and effectiveness of remediation of the material weakness disclosed in the 2022 Form 10-K.
- Confirm EisnerAmper’s appointment and its scope covering fiscal 2023 and related interim periods.
- Review the Company’s latest periodic filings for updated financial results, liquidity, capital needs, and control disclosures, none of which are provided in this 8-K.