T3 Defense Inc 8-K, filed Oct 12, 2021
T3 Defense Inc. (DFNS)
About this 8-K
T3 Defense Inc filed this 8-K on October 12, 2021, reporting on events of October 6, 2021.
Items reported
- Item 4.01: Change of auditor
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Securities registered pursuant to Section 12(b) of the Act:
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Item 4.01 Change in Registrant’s Certifying Accountant
On October 6, 2021, the Board of Directors of Brilliant Acquisition Corporation (the “Company”), approved the resignation of Marcum LLP (“Marcum”) as our independent registered public accountant, effective immediately. The reports of Marcum LLP on the Company’s financial statements for the period from May 24, 2019 (inception) through December 31, 2019 did not contain an adverse opinion or disclaimer of opinion, and such reports were not qualified or modified as to uncertainty, audit scope, or accounting principle, except to indicate that there was substantial doubt about the Company’s ability to continue as a going concern.
During the period from May 24, 2019 through December 31, 2019 and the subsequent interim periods through October 6, 2021, (i) the Company has not had any disagreements with Marcum on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to Marcum’s satisfaction, would have caused them to make reference thereto in their reports on the Company’s financial statements for such periods, and (ii) there were no reportable events, as defined in Item 304(a)(1)(v) of Regulation S-K. Marcum advised that a material weakness in internal control over financial reporting exists with respect to the Company’s (i) accounting for the classification and valuation of complex financial instruments including common stock purchase warrants and redeemable shares issued in the initial registered offering completed on June 26, 2020 and (ii) lack of controls needed to ensure that filings are made timely in accordance with the rules of the Securities and Exchange Commission.
We have requested that Marcum furnish us with a letter addressed to the Commission stating whether it agrees with the above statements. A copy of this letter is included herewith as Exhibit 16.1.
Concurrently therewith, on October 7, 2021, we retained the firm of Marcum Bernstein & Pinchuk LLP (“Marcum BP”) to audit our consolidated financial statements for our fiscal year ending December 31, 2020.
During the period from May 24, 2019 through December 31, 2019, and through the date of this Form 8-K, the Company did not consult with Marcum BP on (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that may be rendered on the Company’s financial statements, and Marcum BP did not provide either a written report or oral advice to the Company that Marcum BP concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing, or financial reporting issue; (ii) any matter the subject of any disagreement, as defined in Item 304 (a)(1)(iv) of Regulation S-K and the related instructions, or (iii) a reportable event within the meaning set forth in Item 304(a)(1)(v) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits.
(a) Exhibits
EXHIBIT INDEX
| Exhibit No. | Description | |
| 16.1 | Letter to the Securities and Exchange Commission dated October 6, 2021 from Marcum LLP regarding the change in the independent registered accounting firm. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
1
SIGNATURE
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.
| BRILLIANT ACQUISITION CORPORATION | |||
| By: | /s/ Dr. Peng Jiang | ||
| Name: | Dr. Peng Jiang | ||
| Title: | Chief Executive Officer | ||
| Dated: October 12, 2021 | |||
2
Exhibit 16.1
October 6, 2021
Office of the Chief Accountant
Securities and Exchange Commission
100 F Street, NE
Washington, DC 20549
We have read the statements made by Brilliant Acquisition Corporation included under Item 4.01 of its Form 8-K dated October 6, 2021. We agree with the statements concerning our Firm under Item 4.01. We are not in a position to agree or disagree with other statements contained therein.
Very truly yours,
/s/ Marcum LLP
Marcum LLP
New York, NY
s:\business\word_processing\common\finalized\brilliant acquisition corporation\2021\letters\209208 brilliant acquisition corporation exhibit 4.01 100621.docx
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