Harbor Acquisition Corp. - Current report filing (8-K)
2008年2月7日 - 3:43AM
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
January 31, 2008
Date of Report (Date of earliest event reported
)
HARBOR ACQUISITION CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
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001-32688
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56-2518836
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(State or other jurisdiction of
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(Commission
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(I.R.S. Employer
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incorporation)
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File Number)
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Identification No.)
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400 Crown
Colony Drive, Suite 104, Quincy, MA 02169
(Address of
principal executive offices) (Zip Code)
(
617) 472-2805
(Registrants telephone number, including area code)
(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:
o
Written communications pursuant to Rule 425 under
the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12
under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant
to Rule 13e-4(c) under the Exchange Act (17 FR 240.13e-4(c))
Item 4.01. Changes in Registrants
Certifying Accountant.
On January 31,
2008, Harbor Acquisition Corporation (the Company) was notified that the
partners of Goldstein Golub Kessler LLP (GGK), the Companys independent
registered public accounting firm, became partners of McGladrey &
Pullen, LLP in a limited asset purchase agreement and that, as a result
thereof, GGK resigned as independent registered public accounting firm for the
Company. A copy of GGKs letter to the
Company regarding the resignation is included as Exhibit 16.1 to the Form 8-K. The Company intends to appoint a new
independent accounting firm, if necessary, following the completion of its
stockholders meeting scheduled to reconvene on February 8, 2008.
The audit reports
of GGK on the financial statements of the Companys as of and for the fiscal
years ended December 31, 2005 and 2006 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 audit reports
on the financial statements for the years ended December 31, 2005 and 2006
included an explanatory paragraph about the Companys ability to continue as a
going concern.
During the Companys
two most recent fiscal years ended December 31, 2006 and 2007 and through
the date of this Current Report, there were: (i) no disagreements between
the Company and GGK on any matters of accounting principles or practices,
financial statement disclosure, or auditing scope or procedures, which
disagreements, if not resolved to the satisfaction of GGK, would have caused
GGK to make reference to the subject matter of the disagreement in their
reports on the Companys financial statements for such years, and (ii) no
reportable events within the meaning set forth in Item 304(a)(1)(v) of
Regulation S-K, except as described in the following paragraph.
The Company has
provided GGK a copy of the disclosures in this Form 8-K and has requested
that GGK furnish it with a letter addressed to the Securities and Exchange
Commission stating whether or not GGK agrees with the Companys statements in
this Item 4.01(a). A copy of the letter dated February 6, 2008 furnished
by GGK in response to that request is filed as Exhibit 16.2 to this Form 8-K.
Item 9.01. Financial Statements
and Exhibits
(d)
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Exhibits
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Exhibit No.
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Description
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16.1
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GGK
resignation letter, dated January 31, 2008
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16.2
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Letter
furnished by GGK in response to the Companys request, addressed to the
Securities and Exchange Commission, dated February 6, 2008, indicating
their agreement with the statements contained in the Form 8-K filing.
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2
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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HARBOR
ACQUISITION CORPORATION
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Date:
February 6, 2008
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By:
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/s/ Robert J.
Hanks
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Name:
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Robert J. Hanks
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Title:
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Chief Executive
Officer
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3
EXHIBIT
INDEX
Number
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Description
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16.1
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GGK
resignation letter, dated January 31, 2008
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16.2
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Letter
furnished by GGK in response to the Companys request, addressed to the
Securities and Exchange Commission, dated February 6, 2008, indicating
their agreement with the statements contained in the Form 8-K filing
.
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4
Harbor Acquisition Corp. (AMEX:HAC)
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