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EX-16.1 - EXHIBIT 16.1 - Sentio Healthcare Properties Incv323433_ex16-1.htm

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

 


  

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

 


  

Date of Report (Date of earliest event reported):

September 6, 2012

 

SENTIO HEALTHCARE PROPERTIES, INC.

 (Exact name of registrant as specified in its charter)

 

Maryland 000-53969 20-5721212
(State or Other Jurisdiction of Incorporation) (Commission File Number)

(I.R.S. Employer Identification

Number)

 

189 South Orange Ave, Suite 1700

Orland, FL 32801

(Address of principal executive offices)

 

407- 999-7679

(Registrant’s telephone number, including area code)

 

Not Applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions.

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14d-2(b)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)

 

 
 

    

Section 4 –Matters Related to Accountants and Financial Statements

 

 

Item 4.01 Change in Registrant’s Certifying Accountant

 

Deloitte & Touche LLP (Deloitte), the registrant’s independent registered public accounting firm, was dismissed on September 6, 2012. The reports of Deloitte on the registrant’s financial statements for either of the past two years did not contain an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope, or accounting principles. During the registrant’s two most recent fiscal years and the subsequent interim period preceding such dismissal, there were no disagreements with Deloitte on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Deloitte, would have caused it to make reference to the subject matter of the disagreements in connection with its report. During the same period, there have been no reportable events, as that term is defined in Item 304(a)(1)(v) of Regulation S-K.

 

On September 11, 2012, the registrant engaged KPMG LLP (KPMG) as its independent registered public accounting firm. The decision to change accountants was made by the Company’s Audit Committee.

 

During the registrant’s two most recent fiscal years through the date of this filing, the registrant did not consult KPMG with respect to the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the registrant’s consolidated financial statements, or any other matters or reportable events as set forth in Items 304(a)(2)(i) and (ii) of Regulation S-K.

 

The registrant has provided Deloitte with a copy of this Form 8-K prior to its filing with the Securities and Exchange Commission and requested Deloitte to furnish a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the statements above. A copy of the letter from Deloitte to the Securities and Exchange Commission, dated September 11, 2012, is attached as Exhibit 16.1 to this report.

 

 

Item 9.01Financial Statements and Exhibits.

 

(d)Exhibits.

 

16.1Letter from Deloitte & Touche LLP to the Securities and Exchange Commission dated September 11, 2012.

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  SENTIO HEALTHCARE PROPERTIES, INC. 
     
 
  By: /s/ SHARON C. KAISER  
    Sharon Kaiser, Chief Financial Officer 

   

Dated: September 11 , 2012