Current Report Filing (8-k)
September 28 2018 - 5:20PM
Edgar (US Regulatory)
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 24, 2018
Rennova
Health, Inc.
(Exact
Name of Registrant as Specified in Its Charter)
Delaware
(State
or Other Jurisdiction of Incorporation)
001-35141
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68-0370244
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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400
S. Australian Avenue, Suite 800, West Palm Beach,
Florida
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33401
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(561)
855-1626
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(Registrant’s
Telephone Number, Including Area Code)
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(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 obligation of the registrant
under any of the following provisions (see General Instruction A.2. below):
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company [ ]
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Item
4.01.
Changes in Registrant’s Certifying Accountant.
(a)
Previous
Independent Accounting Firm
On
September 24, 2018, Rennova Health, Inc. (the “Company”) was informed by Green & Company, CPAs ("Green
& Co."), our prior independent registered public accounting firm, that Haynie & Company ("H&C") acquired
certain assets of Green & Co. As a result of the acquisition, on September 24, 2018, Green & Co. resigned as the
independent public accounting firm of the Company.
The
reports of Green & Co. on the Company’s financial statements for the two most recent fiscal 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,
except that the report for each of the years ended December 31, 2017 and December 31, 2016 contained a going concern explanatory
paragraph.
During
the two most recent fiscal years and through September 24, 2018, (i) there were no disagreements between the Company and
Green & Co. on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or
procedures, which disagreements, if not resolved to the satisfaction of Green & Co., would have caused Green & Co.
to make reference to the subject matter of the disagreements in its reports on the consolidated financial statements for such
years, and (ii) Green & Co. did not advise us of any of the events requiring reporting in this Current Report on Form 8-K
under Item 304(a)(1)(v) of Regulation S-K.
The
Company provided Green & Co. with a copy of the foregoing disclosures and requested that Green & Co. furnish us with a
letter addressed to the Securities and Exchange Commission stating whether or not Green & Co. agrees with the disclosures.
A copy of such letter, dated September 28, 2018, is attached as Exhibit 16.1.
(b)
New
Independent Accounting Firm
Effective
September 24, 2018, we engaged H&C to serve as our independent registered public accounting firm for the year ending
December 31, 2018. The engagement of H&C was approved by our Audit Committee.
During
the Company’s two most recent fiscal years and through September 24, 2018, neither we nor anyone acting on our behalf
consulted with H&C 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 on our financial statements, and neither a written report nor
oral advice was provided to the Company that H&C 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 either the subject of a disagreement
(as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K) or a reportable
event (as defined in Item 304(a)(1)(v) of Regulation S-K).
Item
9.01.
Financial Statements and Exhibits.
(d)
Exhibits.
SIGNATURES
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.
Date:
September 28, 2018
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RENNOVA
HEALTH, INC.
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By:
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/s/
Seamus Lagan
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Seamus
Lagan
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Chief
Executive Officer
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(principal
executive officer)
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