8-KThe Red FlagsRed Alert
Auditor Change
Filed Jul 6, 2018 · 8y ago · Accession 0000921895-18-002067
Plain English
Material event — a significant development the company must disclose promptly.
Read the source below for the full document.
Filing text
View original ↗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):
June 29, 2018
Nathan’s Famous, Inc.
(Exact name of registrant as specified in its charter)
Delaware
001-35962
11-3166443
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
One Jericho Plaza, Jericho, New York
11753
(Address of Principal Executive Offices)
(Zip Code)
Registrant’s Telephone Number, Including
Area Code: (516) 338-8500
N/A
(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))
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.
Effective June
29, 2018, the Audit Committee of the Board of Directors of Nathan’s Famous, Inc. (the “Company”) approved the engagement
of Marcum LLP (“Marcum”) as the Company’s independent registered public accounting firm for
the Company’s fiscal year ending March 31, 2019, and dismissed Grant Thornton LLP (“Grant”) as
the Company’s independent registered public accounting firm. The change in the Company’s independent
registered public accounting firm was made to reduce the fees payable by the Company in connection with the audit of its
financial statements for the fiscal year ending March 31, 2019.
Grant’s audit
reports on the Company’s consolidated financial statements as of and for the fiscal years ended March 25, 2018 and March
26, 2017 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.
During the fiscal
years ended March 25, 2018 and March 26, 2017 , and the subsequent interim periods through June 29, 2018, there were (i) no disagreements
(as described in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) between the Company and Grant on any matter
of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to
Grant’s satisfaction, would have caused Grant to make reference thereto in their reports on the financial statements for
such years, and (ii) no “reportable events” within the meaning of Item 304(a)(1)(v) of Regulation S-K.
The Company provided
Grant with a copy of the disclosures it is making in this Current Report on Form 8-K and requested that Grant furnish a letter
addressed to the Securities and Exchange Commission stating whether or not it agrees with the statements made herein. A copy of
Grant’s letter dated July 6, 2018, is filed as Exhibit 16.1 hereto.
During the fiscal
years ended March 25, 2018 and March 26, 2017 , and the subsequent interim periods through June 29, 2018, neither the Company nor
anyone acting on its behalf has consulted with Marcum regarding (i) the application of accounting principles to a specific transaction,
either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements or
the effectiveness of internal control over financial reporting, and neither a written report or oral advice was provided to the
Company that Marcum concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing,
or financial reporting issue, (ii) any matter that was the subject of a disagreement within the meaning of Item 304(a)(1)(iv) of
Regulation S-K, or (iii) any reportable event within the meaning of Item 304(a)(1)(v) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.
Exhibits
16.1
Letter of Grant Thornton LLP, dated July 6, 2018.
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.
July 6, 2018
NATHAN’S FAMOUS, INC.
By:
/s/ Ronald
DeVos
Name:
Ronald DeVos
Title:
Vice President Finance and Chief Financial Officer (Principal Financial Officer and Accounting Officer)
Filing details
- Company
- NATHANS FAMOUS, INC.
- Ticker
- NATH
- CIK
- 69733
- Form type
- 8-K
- Filing date
- Jul 6, 2018
- Report date
- Jun 29, 2018
- Document
- form8k08477002_07062018.htm
- Size
- 19 KB