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EX-16.1 - EX-16.1 - JUNIPER PHARMACEUTICALS INC | d214176dex161.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): June 13, 2016
JUNIPER PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-10352 | 59-2758596 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
33 Arch Street Suite 3110 |
||||
Boston, Massachusetts | 02110 | |||
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (617) 639-1500
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
¨ | 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 240.14a-12) |
¨ | 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)) |
Item 4.01. | Changes in Registrants Certifying Accountants. |
On June 13, 2016 (the Dismissal Date), Juniper Pharmaceuticals, Inc. (the Company) dismissed BDO USA, LLP (BDO) as the Companys independent registered public accounting firm. The Audit Committee of the Board of Directors (the Audit Committee) of the Company recommended and approved the dismissal of BDO.
The reports of BDO on the audited consolidated financial statements of the Company for the years ended December 31, 2015 and 2014, 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 years ended December 31, 2015 and 2014 and through the Dismissal Date, there were no disagreements with BDO on any matter of accounting principles or practices, financial statement disclosures, or auditing scope or procedure, which disagreement(s), if not resolved to the satisfaction of BDO, would have caused it to make reference thereto in its reports on the audited consolidated financial statements of the Company for such years. During the years ended December 31, 2015 and 2014, and through the Dismissal Date, there were no reportable events as defined under Item 304(a)(1)(v) of Regulation S-K, except for the material weakness reported on the Companys annual report on Form 10-k for the year-ended December 31, 2014 and the material weakness reported on the Companys quarterly report for the quarter-ended March 31, 2014.
The Company provided BDO with a copy of the disclosures it is making herein in response to Item 304(a) of Regulation S-K, and requested that BDO furnish the Company with a letter addressed to the Securities and Exchange Commission (the SEC), pursuant to Item 304(a)(3) of Regulation S-K, stating whether or not it agrees with the statements related to BDO made by the Company in this report. A copy of BDOs letter to the SEC dated June 13, 2016 is attached as Exhibit 16.1 to this report.
Also, on June 13, 2016, the Audit Committee recommended and approved the selection of PricewaterhouseCoopers LLP (PwC) as the Companys new independent registered public accounting firm.
During the years ended December 31, 2015 and 2014, and through the Dismissal Date, neither the Company, nor anyone on its behalf, consulted PwC regarding either (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered with respect to the audited consolidated financial statements of the Company, and no written report was provided to the Company or oral advice was provided that PwC concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) any matter that was the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K).
Item 9.01. | Financial Statements and Exhibits |
(d) | Exhibits |
Exhibit |
Description | |
16.1 | Letter from BDO USA, LLP to the Securities and Exchange Commission, dated June 13, 2016. |
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
JUNIPER PHARMACEUTICALS, INC. | ||||
By: | /s/ George O. Elston |
Name: | George O. Elston | |||
Title: | Chief Financial Officer |
Date: June 15, 2016
Exhibit Index
Exhibit |
Description | |
16.1 | Letter from BDO USA, LLP to the Securities and Exchange Commission, dated June 13, 2016. |