ZRCN 8-K
ZRCN Inc. (ZRCN)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 4.01 Changes in Registrant’s Certifying Accountant.
(a) Resignation of Assurance Dimensions, Inc.
On May 2, 2025, the Audit Committee of the Board of Directors of ZRCN Inc. (the “Company”) received formal notice from Assurance Dimensions Inc. (“AD”) that, in conjunction with its exit from providing audit services to publicly traded companies, AD had made the decision to resign as the Company’s accountant effective May 2, 2025.
The reports of AD on the Company’s consolidated financial statements for the fiscal year ended March 31, 2024, did not contain an adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles. In connection with the audits of the Company’s consolidated financial statements for the fiscal year ended March 31, 2024, there were no disagreements with AD on any matters of accounting principles or practices, financial statement disclosure or auditing scope and procedures which, if not resolved to the satisfaction of ZRCN Inc., would have caused AD to make reference to the matter in their report. There were no reportable events (as that term is described in Item 304(a)(1)(v) of Regulation S-K) during the fiscal year ended March 31, 2024, or to the date of resignation by AD.
The Company has provided a copy of the foregoing disclosures to AD and requested that AD furnish it with a letter addressed to the Securities and Exchange Commission stating whether AD agrees with the above statements.
A copy of the letter from AD, dated May 8, 2025, is filed as Exhibit 1.1 to this Form 8-K.
Exhibits
| 1.1 | Letter from Assurance Dimensions. May 8, 2025 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: May 8, 2025 | ZRCN Inc., A Delaware Corporation | |
| By: | /s/ Jeff Parsons, CFO | |
| Its: | Jeff Parsons, CFO | |
Exhibit 1.1
Securities and Exchange Commission
100 F Street, NE
Washington, DC 20549
May 8, 2025
To whom it may concern:
We have read the notification dated May 8, 2025 from ZRCN Inc., as to the replacement of auditors for that Company.
We agree with the representations of the Company, as follows:
| 1. | During the previous year with Assurance Dimensions, there were no problems related to any matter of accounting principles or practices, financial statement disclosure, auditing scope or procedure, or compliance with applicable rules, which problems, if not resolved to the satisfaction of Assurance Dimensions would have caused us to make reference to them in connection with our report on the subject matter of the problems. |
| 2. | Assurance Dimensions report on the consolidated financial statements for the previous year did not contain an adverse opinion or disclaimer of opinion, and was not qualified as to uncertainties, audit scope, or accounting principles. |
| 3. | Assurance Dimensions has been paid in full for all services rendered to date. |
Very truly yours,
/s/ Assurance Dimensions
Assurance Dimensions
ASSURANCE DIMENSIONS, LLC
also d/b/a McNAMARA and ASSOCIATES, LLC
TAMPA BAY: 4920 W Cypress Street, Suite 102 | Tampa, FL 33607 | Office: 813.443.5048 | Fax: 813.443.5053
JACKSONVILLE: 7800 Belfort Parkway, Suite 290 | Jacksonville, FL 32256 | Office: 888.410.2323 | Fax: 813.443.5053
ORLANDO: 1800 Pembrook Drive, Suite 300 | Orlando, FL 32810 | Office: 888.410.2323 | Fax: 813.443.5053
SOUTH FLORIDA: 3111 N. University Drive, Suite 621 | Coral Springs, FL 33065 | Office: 754.800.3400 | Fax: 813.443.5053
www.assurancedimensions.com
“Assurance Dimensions” is the brand name under which Assurance Dimensions, LLC including its subsidiary entities McNamara and Associates, LLC (referred together as “AD LLC”) and AbitOs Advisors, LLC (“AbitOs Advisors”), provide professional services. AD LLC and AbitOs Advisors practice as an alternative practice structure in accordance with the AICPA Code of Professional Conduct and applicable laws, regulations, and professional standards. AD LLC is a licensed independent CPA firm that provides attest services to its clients, and AbitOs Advisors provides tax and business consulting services to their clients. AbitOs Advisors, and its subsidiary entities are not licensed CPA firms.