Blueprint
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: April 29, 2019
(Date of earliest event reported)
Yuma Energy, Inc.
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction
of incorporation)
|
|
001-37932
(Commission File Number)
|
|
94-0787340
(IRS Employer Identification No.)
|
1177 West Loop South, Suite 1825
Houston, Texas 77027
(Address of principal executive offices) (Zip Code)
(713) 968-7000
(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:
|
☐
|
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))
|
Indicate
by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of
1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If an
emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided
pursuant to Section 13(a) of the Exchange Act.
☐
Item 4.01. Changes in Registrant’s Certifying
Accountant.
On April 29, 2019, Yuma Energy, Inc., (the “Company”)
was informed by its independent registered public accounting firm,
Moss Adams LLP (“Moss Adams”) of Moss Adams’
decision to decline to stand for reappointment
as independent registered public accounting firm for the
Company. Effective April 29, 2019, Marcum LLP
(“Marcum”) was appointed to serve as the
Company’s new independent registered public accounting firm
to audit the Company’s financial statements as of and for the
fiscal year ending December 31, 2019. The audit committee of the
board of directors of the Company pursuant to its charter exercised
its authority to approve Marcum’s appointment as the
Company’s independent registered public accounting
firm.
The reports of Moss Adams on the financial statements of the
Company as of and for the fiscal years ended December 31, 2018 and
2017, did not contain any adverse opinion or disclaimer of opinion,
nor were they qualified or modified as to uncertainty, audit scope
or accounting principles, except that the audit report on the
financial statements of the Company for the fiscal year ended
December 31, 2018 contained an uncertainty about the
Company’s ability to continue as a going concern. In
connection with the audits of the Company’s financial
statements for the fiscal years ended December 31, 2018 and 2017,
and the subsequent interim period through April 29, 2019, (i) the
Company had no disagreements with Moss Adams on any matter of
accounting principles or practices, financial statement disclosure
or auditing scope or procedure, which disagreements, if not
resolved to Moss Adams’ satisfaction, would have caused Moss
Adams to make reference in connection with its opinion to the
subject matter of such disagreement and (ii) there were no
“reportable events” as defined in Item 304(a)(1)(v) of
Regulation S-K.
The Company has provided Moss Adams with a copy of the foregoing
disclosure and requested that Moss Adams furnish the Company with a
letter addressed to the Securities and Exchange Commission stating
whether or not Moss Adams agrees with the statements above
concerning Moss Adams. A copy of Moss Adams’s letter, dated
April 30, 2019, is attached hereto as Exhibit 16.1.
During the fiscal years ended December 31, 2018 and 2017, and the
interim period through April 29, 2019, the Company did not consult
Marcum with respect to either (i) the application of accounting
principles to a specified transaction, either completed or
proposed, or the type of audit opinion that might be rendered on
the Company’s financial statements, and no written report or
oral advice was provided to the Company by Marcum that Marcum
concluded was an important factor considered by the Company in
reaching a decision as to the accounting, auditing or financial
reporting issue; or (ii) any matter that was either the subject of
a disagreement, as that term is described in Item 304(a)(1)(iv) of
Regulation S-K and the related instructions to Item 304 of
Regulation S-K, or a reportable event, as that term is described in
Item 304(a)(1)(v) of Regulation S-K.
Item
9.01. Financial Statements and Exhibits.
The
following exhibit is included with this Current Report on Form
8-K:
Exhibit No.
|
|
Description
|
|
|
|
Letter
from Moss Adams LLP, dated April 30, 2019, regarding the change in
certifying accountant.
|
SIGNATURE
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.
|
|
|
|
|
|
YUMA ENERGY, INC.
|
|
|
|
|
|
|
|
|
By:
|
/s/
Anthony C. Schnur
|
|
|
|
Name:
|
Anthony
C. Schnur
|
|
Date:
April 30, 2019
|
|
Title:
|
Interim
Chief Executive Officer, Interim Chief Financial Officer and Chief
Restructuring Officer
|
|