OptimizeRx Corporation (OTCMKTS:OPRX) Files An 8-K Changes in Registrant’s Certifying Accountant

OptimizeRx Corporation (OTCMKTS:OPRX) Files An 8-K Changes in Registrant’s Certifying Accountant
Item 4.01 Changes in Registrants Certifying Accountant.

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On April 22, 2019, the Audit Committee of the Board of Directors of OptimizeRx Corp. (the Company) approved the engagement of Marcum LLP (the New Accountant) as the Companys new independent registered public accounting firm to audit the Companys financial statements for the fiscal year ending December 31, 2019 and simultaneously informed Sadler, Gibb Associates, LLC (the Former Accountant) of its dismissal and that the New Accountant would be auditing the firms financial statements from this point forward.

The Former Accountants audit report on the financial statements of the Company for the years ended December 31, 2018 and 2017 contained no adverse opinion or disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope or accounting principles. The Former Accountants report on the Companys internal control over financial reporting as of December 31, 2018 expressed an adverse opinion because of material weaknesses related to (i) ineffective segregation of duties assignments, and ineffective information technology general controls (ITGCs) in the areas of user access and change-management over a certain information technology (IT) system, used in the Companys financial reporting processes. As a result, business process automated and manual controls that are dependent on appropriate segregation of duties and are dependent on the affected ITGCs were ineffective because they could have been adversely impacted and (ii) there were ineffective controls related to revenue including ineffective controls over the review and approval of a key revenue calculation spreadsheet and ineffective controls over the accuracy and completeness of activity data produced by the Issuers proprietary IT system related to user actions in an electronic environment. These deficiencies were a result of a design deficiency in the review and approval process and IT control processes lacking sufficient documentation.

For the years ended December 31, 2018 and 2017, and through the interim period ended April 22, 2019, there were no disagreements (as such term is defined in Item 304 of Regulation S-K) with the Former Accountant on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements if not resolved to the satisfaction of the Former Accountant would have caused them to make reference thereto in their reports on the financial statements for such periods.

For the years ended December 31, 2018 and 2017, and through the interim period ended April 22, 2019, there were no reportable events (as such term is defined in Item 304 of Regulation S-K) other than the Former Accountant having advised the Company that the internal controls necessary for the Company to develop reliable financial statements do not exist for the reasons stated above.

Prior to retaining the New Accountant, the Company did not consult with the New Accountant regarding either: (i) the application of accounting principles to a specified transaction, either contemplated or proposed, or the type of audit opinion that might be rendered on the Companys financial statements; or (ii) any matter that was the subject of a disagreement or a reportable event (as those terms are defined in Item 304 of Regulation S-K).

On April 22, 2019, the Company provided the Former Accountant with its disclosures in the Current Report on Form 8-K disclosing the dismissal of the Former Accountant and requested in writing that the Former Accountant furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether or not they agree with such disclosures. The Former Accountants response is filed as an exhibit to this Current Report on Form 8-K.

SECTION 9 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

16.1 Letter from Sadler, Gibb Associates, LLC to the Securities and Exchange Commission

OptimizeRx Corp Exhibit
EX-16.1 2 f8k042219ex16-1_optimizerx.htm LETTER FROM SADLER,…
To view the full exhibit click here

About OptimizeRx Corporation (OTCMKTS:OPRX)

OptimizeRx Corporation is a technology solutions company. The Company focuses on the healthcare industry. The Company connects patients, physicians and pharmaceutical manufacturers through technology. The Company’s solutions provide pharmaceutical manufacturers a direct to physician channel for communicating and promoting products. It provides healthcare providers a means to provide sampling and coupons without having to physically store samples on site. The Company’s principal products and applications include SampleMD, OPTIMIZEHR and OPTIMIZERx.com. SampleMD is a virtual Patient Support Center. OPTIMIZEHR is a consulting practice focused on educating and working with pharmaceutical manufacturers on identifying, formulating and implementing new electronic prescribing (eRx) media strategies for promoting their products. OPTIMIZERx.com is a portal to healthcare savings for patients to centrally review and participate in prescription and healthcare savings and support programs.

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