0001165527-13-000227.txt : 20130307 0001165527-13-000227.hdr.sgml : 20130307 20130307090255 ACCESSION NUMBER: 0001165527-13-000227 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130225 ITEM INFORMATION: Changes in Registrant's Certifying Accountant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130307 DATE AS OF CHANGE: 20130307 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BullsNBears.com, Inc. CENTRAL INDEX KEY: 0001543272 STANDARD INDUSTRIAL CLASSIFICATION: FOOD & KINDRED PRODUCTS [2000] IRS NUMBER: 452282672 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-54616 FILM NUMBER: 13671651 BUSINESS ADDRESS: STREET 1: 4731 W. ATLANTIC AVE. STREET 2: SUITE 7 CITY: DELRAY BEACH STATE: FL ZIP: 33445 BUSINESS PHONE: 561.265.5657 MAIL ADDRESS: STREET 1: 4731 W. ATLANTIC AVE. STREET 2: SUITE 7 CITY: DELRAY BEACH STATE: FL ZIP: 33445 FORMER COMPANY: FORMER CONFORMED NAME: Spicy Gourmet Manufacturing, Inc. DATE OF NAME CHANGE: 20120227 8-K 1 g6677.txt CURRENT REPORT DATED 2-25-13 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 February 25, 2013 Date of Report: (Date of earliest event reported) BullsNBears.com, Inc. (Exact name of registrant as specified in charter) Delaware (State or other Jurisdiction of Incorporation or Organization) 0-50385 45-2282672 (Commission File Number) (IRS Employer Identification No.) 4731 W. Atlantic Ave. Suite B7 Delray Beach, FL 33445 (Address of Principal Executive Offices and zip code) (561) 265-5657 (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 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(b) under the Exchange Act (17 CFR 240.14a-12(b)) [ ] 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)) ITEM 4.01 CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT. On February 21, 2013, BullsNBears.com, Inc. (the "Registrant") dismissed Stan J.H. Lee, CPA ("Lee") as its independent registered public accounting firm. The decision was approved by the Registrant's Board of Directors. The reports of Lee on the Registrant's financial statements for the fiscal years ended December 31, 2011 and 2010 did not contain an adverse opinion or disclaimer of opinion and were not modified as to uncertainty, audit scope, or accounting principles, except the report did contain an explanatory paragraph related to the Registrant's ability to continue as a going concern. During the Registrant's fiscal years ended December 31, 2011 and 2010, and the subsequent period through the date of this report, there were (i) no disagreements with Lee on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Lee would have caused Lee to make reference to the subject matter of the disagreements in connection with its report, and (ii) no "reportable events" as that term is defined in Item 304(a)(1)(v) of Regulation S-K. The Registrant provided Lee with a copy of the disclosures made in this Current Report on Form 8-K and requested that Lee furnish it with a letter addressed to the Securities and Exchange Commission stating whether or not he agrees with the Registrant's statements herein and, if not, stating the respects in which it does not agree. A copy of the letter furnished by Lee is attached as Exhibit 16.1 hereto. On February 22, 2013 the Registrant engaged Anton & Chia, LLP as the Registrant's new independent registered public accounting firm. The appointment of Anton & Chia, LLP was approved by tthe Registrant's Board of Directors. During our two (2) most recent fiscal periods ended December 31, 2012, 2011 and 2010 we did not consult with Anton & Chia, LLP 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 Anton & Chia, LLP did not provide either a written report or oral advice to the Company that was an important factor considered by the Company in reaching a decision as to any accounting, auditing, or financial reporting issue; or (ii) the subject of any disagreement, as defined in Item 304 (a)(1)(iv) of Regulation S-K and the related instructions, or 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. (d) Exhibits 16.1 Letter from Stan J.H. Lee, CPA dated February 25, 2013 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. BullsNBears.com, Inc. Date: March 7, 2013 By: /s/ Nick Arroyo ---------------------------------- Nick Arroyo President &Chief Executive Officer 2 EX-16.1 2 ex16-1.txt LETTER FROM FORMER ACCOUNTANT EXHIBIT 16.1 Stan JeongHa Lee, CPA 2160 North Central Rd. Suite 209 * Fort Lee * NJ 07024 P.O. Box 436402 * San Diego * CA 92143-6402 619-623-7799 Fax 619-564-3408 E-mail: stan2u@gmail.com February 25, 2013 U.S. Securities and Exchange Commission 100 F Street, N.E. Washington DC 20549 Ladies and Gentlemen: We have read Item 4.01 of BullsNBears.com. Inc. of Form 8-K dated February 25, 2013 , and are in agreement with the statements in Item 4.01 contained therein, as they relate to our firm. Very truly yours, /s/ Stan JeongHa Lee, CPA ---------------------------------- Stan JeongHa Lee, CPA