-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EyoYaAozcAv5f9DHn+feGCqnehHlVwJYXQcFfokDEMR7oXEwR4vX8jKpwnXXaInU VFzQu6OtkmvCXTdtFcA42g== 0001116502-08-000453.txt : 20080318 0001116502-08-000453.hdr.sgml : 20080318 20080318120429 ACCESSION NUMBER: 0001116502-08-000453 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080314 ITEM INFORMATION: Changes in Registrant.s Certifying Accountant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080318 DATE AS OF CHANGE: 20080318 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NVCN CORP CENTRAL INDEX KEY: 0000740571 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 133074570 STATE OF INCORPORATION: DE FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-13187 FILM NUMBER: 08695466 BUSINESS ADDRESS: STREET 1: 2535 PILOT KNOB ROAD STREET 2: SUITE 168 CITY: MENDOTA HEIGHTS STATE: MN ZIP: 55120 BUSINESS PHONE: 6513421606 MAIL ADDRESS: STREET 1: 2535 PILOT KNOB ROAD STREET 2: SUITE 168 CITY: MENDOTA HEIGHTS STATE: MN ZIP: 55120 FORMER COMPANY: FORMER CONFORMED NAME: NVCN INC DATE OF NAME CHANGE: 19940224 FORMER COMPANY: FORMER CONFORMED NAME: CARDIO PACE MEDICAL INC DATE OF NAME CHANGE: 19880113 8-K 1 nvcn8k.htm CURRENT REPORT 8-K NVCN Corp 8-K

 

 

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

Date of Report (Date of earliest event reported):  March 14, 1008

______________

NVCN CORPORATION

(Exact name of registrant as specified in its charter)

______________


Delaware

0-13187

13-3074570

(State or Other Jurisdiction

(Commission

(I.R.S. Employer

of Incorporation)

File Number)

Identification No.)


1800 Wooddale Drive, Suite 208, Woodbury, Minnesota 55125

 (Address of Principal Executive Office) (Zip Code)


(651) 452-1606

(Registrant’s 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 (see General Instruction A.2. below):

¨ 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))


 

 




Item 4.01

Changes in Registrant's Certifying Accountant.


On March 14, 2008, the firm Gruber & Company, LLC, of Lake Saint Louis, Missouri, was engaged as the principal accountant to audit the Registrant’s financial statements for the fiscal years of the Registrant ending on May 31 of 2001 through 2007, and George Brenner, C.P.A., the independent accountant who was previously engaged as the principal accountant to audit the Registrant’s financial statements, resigned.


The decision to change independent accountants was approved by the Audit Committee and the Board of Directors of the Registrant on March 14, 2008.


The Registrant’s previous principal accountant, George Brenner, C.P.A., who was engaged by the Registrant on July 8, 2004 (as reported on Form 8-K by the Registrant on July 12, 2004), did not issue any opinions on the Registrant’s financial statements for the fiscal years ended May 31 of 2001 through 2007, nor were there any disagreements with George Brenner, C.P.A. 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 George Brenner, C.P.A., would have caused him to make reference thereto in any reports on the Registrant’s financial statements for such years he might have issued.


During the fiscal years ended May 31 of 2001 through 2007, and through March 14, 2008, there were no “reportable events” with respect to the Registrant as that term is defined in Item 304(a)(1)(iv) of Regulation S-B.


During the fiscal years ended May 31 of 2001 through 2007, and through March 14, 2008, the Registrant did not consult with George Brenner, C.P.A. with respect to any of the matters or events set forth in Item 304(a)(2)(i) and (ii) of Regulation S-B.


The Registrant provided a copy of the foregoing disclosures to George Brenner, C.P.A. prior to the date of filing this report and requested that he provide it with a letter addressed to the Securities and Exchange Commission stating whether or not he agrees with the statements in this Item 4.01. A copy of the letter furnished in response to that request is filed as Exhibit 16.1 to this Form 8-k.

 

Item 9.01.

Financial Statements and Exhibits.


(d)

Exhibits


16.1

Letter of George Brenner, C.P.A., dated March 17, 2008 regarding change in certifying accountant of NVCN Corporation





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.



Date:  March 17, 2008      

 

 

NVCN CORPORATION

 

 

 

 

 

 

By:  

/s/ Gary Borglund

 

 

 

Gary Borglund

 

 

 

Chief Executive Officer





EXHIBIT INDEX


Number

Description


16.1

Letter of George Brenner, C.P.A., Dated March 17, 2008, Regarding Change in Certifying Accountant of NVCN CORPORATION



EX-16.1 2 ex161.htm EXHIBIT 16.1 EXHIBIT 16

EXHIBIT 16.1


GEORGE BRENNER, C.P.A.

A PROFESSIONAL CORPORATION

10680 W. PICO BOULEVARD, SUITE 260

LOS ANGLES, CALIFORNIA 90064

310-202-6445-Fax 310-202-6494




March 17, 2008


 

 

Securities and Exchange Commission

450 Fifth Street, NW

Washington, DC 20549

 

Re: NVCN CORPORATION, a Delaware corporation (the "Company")


Ladies and Gentlemen:

 

I have read the statements made by NVCN Corporation (copy attached), which I understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K, as part of the Form 8-K report of the Company dated March 17, 2008.

 

I agree with the statements concerning my firm in such Form 8-K.


 

Very truly yours,

/s/ George Brenner, C.P.A.




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