Amended Current Report Filing (8-k/a)
March 30 2021 - 5:07PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
(Amendment
No. 1)
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of
The
Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): March 24, 2021
COFFEE
HOLDING CO., INC.
(Exact
name of registrant as specified in its charter)
Nevada
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001-32491
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11-2238111
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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3475
Victory Boulevard, Staten Island, New York
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10314
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (718) 832-0800
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 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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[ ]
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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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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common
Stock, par value $0.001 per share
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JVA
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Nasdaq
Capital Market
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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 [ ]
Explanatory
Note
This
Current Report on Form 8-K/A (this “Amendment”) amends the current report on Form 8-K that was filed with the Securities
and Exchange Commission (the “SEC”) on March 29, 2021 (the “Original Report”) by Coffee Holding Co. (the
“Company”), concerning the Company’s decision to engage EisnerAmper LLP (“Eisner”) as its independent
registered public accounting firm following the dismissal of Marcum LLP (“Marcum”) as the Company’s independent
registered public accounting firm and updates Item 4.01 and adds Item 9.01 to file Marcum’s letter to the SEC furnished
to the Company on March 29, 2021. Except as specifically described above, (i) this Amendment
does not reflect events occurring subsequent to the filing of the Original Report and (ii) no other substantive changes have been
made to the disclosure set forth in the Original Report.
Item
4.01 Change in Registrant’s Certifying Accountant.
As
previously disclosed in the Original Report, on March 24, 2021, the audit committee of the Company’s board of directors
approved a resolution appointing Eisner as the Company’s independent registered public accounting firm to audit the Company’s
financial statements for the fiscal year ended October 31, 2021, replacing Marcum, which was dismissed from its role as the Company’s
independent registered public accounting firm, effective upon March 25, 2021.
The
Company provided Marcum with a copy of the disclosure regarding the change of auditors contained in the Original Report and requested
that Marcum furnish the Company with a letter addressed to the SEC stating whether or not it agrees with the statements made herein,
each as required by applicable SEC rules. A copy of Marcum’s letter to the SEC, dated March 29, 2021, is filed as Exhibit
16.1 to this Amendment.
Item
9.01. Financial Statements and 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.
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COFFEE
HOLDING CO., INC.
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Dated:
March 30, 2021
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By:
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/s/
Andrew Gordon
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Name:
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Andrew
Gordon
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Title:
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President
and Chief Executive Officer
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