SusGlobal Energy Corp 8-K/A, filed Jul 24, 2020
SusGlobal Energy Corp. (SNRG)
About this 8-K/A
SusGlobal Energy Corp filed this 8-K/A on July 24, 2020, reporting on events of July 6, 2020.
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 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 6, 2020
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SUSGLOBAL ENERGY CORP. |
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(Exact name of registrant as specified in its charter) |
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Delaware |
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000-56024 |
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38-4039116 |
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(State or other jurisdiction of incorporation) |
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(Commission |
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(IRS Employer Identification No.) |
200 Davenport Road
Toronto, ON, Canada, M5R 1J2
(Address of Principal Executive Offices)
(416) 223-8500
Registrant's telephone number, including area code
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:
[ ] 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))
Securities registered pursuant to Section 12(b) of the Act:
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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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N/A |
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N/A |
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N/A |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company [X]
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. [X]
Explanatory Note
This Amendment No. 1 on Current Report on Form 8-K/A (the "Amendment") amends the Current Report on Form 8-K filed by SusGlobal Energy Corp. (the "Company") with the Securities and Exchange Commission (the "Commission") on July 10, 2020 (the "Original Filing"). The purpose of this Amendment is to correct the Original Filing and disclose that: (i) KPMG LLP ("KPMG") was not engaged as the Company's independent registered public accounting firm; (ii) SF Partnership, LLP ("SFP") which in May 2020 was acquired by KPMG, and not KPMG, was dismissed as the Company's independent registered public accounting firm on July 6, 2020; and (iii) SFP, and not KPMG, will furnish the Company with a letter addressed to the Commission stating whether they agree with the statements made in this Amendment.
Item 4.01. Changes in Registrant's Certifying Accountant.
Dismissal of Independent Registered Public Accounting Firm
On July 6, 2020, the audit committee (the "Committee") of the board of directors (the "Board") of the Company dismissed SFP as the Company's independent registered public accounting firm (the "Dismissal").
From January 1, 2020 through the date of the Dismissal, there were no reportable events within the meaning set forth in Item 304(a)(1)(v) of Regulation S-K.
The audit report of SFP on the consolidated financial statements of the Company as of and for each of the fiscal years ended December 31, 2019 and December 31, 2018 did not contain an adverse opinion or a disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles, except as follows:
SFP's audit report on the consolidated financial statements of the Company as of and for the years ended December 31, 2019 and December 31, 2018 contained an explanatory paragraph disclosing the uncertainty regarding the Company's ability to continue as a going concern.
During the Company's fiscal years ended December 31, 2019, and 2018 there were no: (1) disagreements with SFP on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedures that, which disagreements if not resolved to SFP's satisfaction, would have caused SFP to make reference in connection with their opinion to the subject matter of the disagreement, or (2) reportable events in connection with its reports.
The Company has requested that SFP furnish it with a letter addressed to the Securities and Exchange Commission stating whether they agree with the above statements. Such letter is attached as Exhibit 16.1 to this Amendment.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No. |
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Description |
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* Filed herewith
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.
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SusGlobal Energy Corp. |
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Date: July 24, 2020 |
By: |
/s/ Marc Hazout |
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Marc Hazout |
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Executive Chairman, President and Chief Executive Officer |
