ICTV BRANDS INC. (OTCMKTS:ICTV) Files An 8-K Changes in Registrant’s Certifying Accountant

ICTV BRANDS INC. (OTCMKTS:ICTV) Files An 8-K Changes in Registrant’s Certifying Accountant
Item 4.01.

Changes in Registrant’s Certifying Accountants.
(a) Dismissal of Independent Registered Public Accounting Firm.
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On February 5, 2019, ICTV Brands Inc. (the “Company”) dismissed EisnerAmper LLP (“EisnerAmper”) as the Company’s independent registered public accounting firm, which was approved by the Audit Committee of the Company’s Board of Directors. The decision to change the Company’s independent registered public accounting firm was the result of a comprehensive process conducted by the Audit Committee to evaluate and select an independent registered public accounting firm for the audit of the Company’s financial statements for the year ending December 31, 2018.

The audit reports of EisnerAmper on the consolidated financial statements of the Company for the years ended December 31, 2017 and December 31, 2016 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, except that EisnerAmper’s report dated May 31, 2018, on the Company’s consolidated financial statements as of and for the fiscal year ended December 31, 2017, included an explanatory paragraph indicating that there was substantial doubt about the Company’s ability to continue as a going concern. This explanatory paragraph was not included in EisnerAmper’s report on the Company’s consolidated financial statements as of and for the fiscal year ended December 31, 2016.

During the Company’s two most recent fiscal years ended December 31, 2017 and December 31, 2016 and during the subsequent interim period through February 5, 2019, there were (i) no disagreements with EisnerAmper on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedures that, if not resolved to EisnerAmper’s satisfaction, would have caused EisnerAmper to make reference to the subject matter of the disagreement in connection with its reports, and (ii) there were no “reportable events” as defined in Item 304(a)(1)(v) of Regulation S-K.

The Company provided EisnerAmper with a copy of the foregoing disclosures and requested it to furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether EisnerAmper agrees with the statements made by the Company in the Report. A copy of the letter has been filed as Exhibit 16.1 to this Form 8-K.

(b) Engagement of New Independent Registered Public Accounting Firm.

On February 5, 2019, the Company engaged Friedman LLP (“Friedman”) as the Company’s independent registered public accounting firm for the year ending December 31, 2018, which was approved by the Audit Committee of the Company’s Board of Directors.

During the Company’s two most recent fiscal years ended December 31, 2017 and December 31, 2016 and during the subsequent interim period from January 1, 2018 through February 5, 2019, neither the Company nor anyone on its behalf has consulted with Friedman regarding 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 neither a written report nor oral advice was provided to the Company that Friedman concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue, or (ii) any matter that was either the subject of a “disagreement” or a “reportable event,” as such terms are defined in Regulation S-K Item 304(a)(1)(iv) and (v), respectively.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Unless otherwise indicated, the following exhibits are filed herewith:

ICTV Brands Inc. Exhibit
EX-16.1 2 ex16-1.htm   Exhibit 16.1   February 11,…
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About ICTV BRANDS INC. (OTCMKTS:ICTV)

ICTV Brands, Inc., formerly International Commercial Television, Inc., sells various health, wellness and beauty products, as well as miscellaneous consumer products through a range of sales channels throughout the United States and internationally. The Company’s segments include direct response television (DRTV) Consumer and International Third Party Distributor. It develops, markets and sells products through a multi-channel distribution strategy, including DRTV, digital marketing campaigns, live home shopping, traditional retail and e-commerce market places, and its international third-party distributor network. It offers primarily health, beauty and wellness products, as well as various consumer products, including DermaWand, a skin care device; DermaVital, a skin care line; the CoralActives brand of acne treatment and skin cleansing products; Derma Brilliance, a skin care resurfacing device; Jidue, a facial massager device, and Good Planet Super Solution, a cleaning agent.

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