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): April 19, 2010
PRESSURE
BIOSCIENCES, INC.
(Exact
Name of Registrant as Specified in its Charter)
MASSACHUSETTS
(State or Other Jurisdiction of Incorporation)
|
0-21615
|
|
04-2652826
|
|
(Commission File Number)
|
|
(IRS Employer Identification No.)
|
|
14 Norfolk Avenue, South Easton, MA
|
|
02375
|
|
(Address
of Principal Executive Offices)
|
|
(Zip Code)
|
(508)
230-1828
(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):
|
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))
|
|
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
(a)
Previous Independent Registered Public Accounting Firm
On April
19, 2010, UHY LLP (UHY), our independent registered public accounting firm,
informed us that effective April 16, 2010, its New England practice was acquired
by Marcum LLP (Marcum). UHY has further informed us that, as a result
of this transaction UHY will no longer have staff in New England and, as a
result, it is resigning as our independent registered public accounting firm
effective April 19, 2010.
UHY
audited the Company’s financial
statements for the fiscal year ended December 31, 2009 and 2008. The audit
reports of UHY of the Company’s financial
statements for those years did not contain an adverse opinion, or
disclaimer of opinion, nor were they qualified or modified as to uncertainty,
audit scope, or accounting principles.
During
the fiscal years ended December 31, 2009 and 2008 and subsequently to April 19,
2010, there were no disagreements with UHY on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure that, if not resolved to UHY’s satisfaction, would have caused UHY to
make reference to the subject matter of the disagreement in connection with its
audit report on our fiscal year 2010 financial statements.
There
were no “reportable events” (as that term is described in Item 304(a)(1)(v) of
Regulation S-K) since the appointment of UHY through April 19,
2010.
UHY has
issued a letter dated April 22, 2010 addressed to the Securities and Exchange
Commission stating that UHY agrees with the above statements. A copy
of such letter is filed as Exhibit 16.1 to this Form 8-K.
(b) New
Independent Registered Public Accounting Firm
Effective
as of April 19, 2010, the Company’s Audit Committee engaged Marcum LLP as its
new independent registered public accounting firm to audit the Company’s
financial statements for the Company’s fiscal year ending December 31,
2010. The Audit Committee has engaged Marcum as a result of the
acquisition of UHY’s New England practice by Marcum. The Audit
Committee has received assurances from Marcum that the audit team we engaged at
UHY will not be changed and that the business terms and relationship relating to
fees and services will be honored by Marcum. Prior to the appointment
of Marcum, the Company had not consulted with Marcum with respect to: 1) the
application of accounting principles to a specified transaction, either
completed or proposed; 2) the type of audit opinion that might be rendered on
our financial statements; or 3) any matter that was either the subject of a
disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K) or a
reportable event (as described in Item 304(a)(1) (v) of Regulation
S-K).
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits.
16.1
|
Exhibit
Number
|
Exhibit
Description
|
|
16.1
|
Letter
from UHY LLP dated April 22, 2010 to the Securities and Exchange
Commission.
|
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, thereunto
duly authorized.
|
|
|
|
|
Dated:
April 23, 2010
|
PRESSURE
BIOSCIENCES, INC.
|
|
|
|
|
|
|
By:
|
|
|
|
Richard
T. Schumacher,
President
and Chief Executive Officer
|