Zynex, Inc. (OTCMKTS:ZYXI) Files An 8-K Changes in Registrant’s Certifying Accountant
Item 4.01.
|
Change in Registrants Certifying Accountant. |
By letter dated December 31, 2016, GHP Horwath, P.C. (GHP)
notified Zynex, Inc. (the Company) that it has chosen not to
stand for re-appointment, and effective December 31, 2016, the
client-auditor relationship between the Company and GHP shall
cease. GHP has informed the Company that its employees have
joined another independent registered public accounting firm
effective January 1, 2017. The resignation of GHP was not
recommended by the Companys Board of Directors nor was the Board
of Directors approval required.
The reports of GHP on the consolidated financial statements of
the Company for the fiscal years ended December 31, 2015 and
December 31, 2014 did not contain an adverse opinion or
disclaimer of opinion, or qualification or modification as to
uncertainty, audit scope or accounting principles, except that
each such report included an explanatory paragraph raising
substantial doubt about the Companys ability to continue as a
going concern and stated that the Companys consolidated financial
statements for the years ended December 31, 2015 and December 31,
2014, respectively, were prepared assuming that we would continue
as a going concern.
During the Companys fiscal years ended December 31, 2015 and
2014, and through the date of this report, and in connection with
the audit of the Companys financial statements for such periods,
there were no disagreements between the Company and GHP on any
matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which disagreements,
if not resolved to the satisfaction of GHP, would have caused GHP
to make reference to the subject matter of such disagreements in
connection with its audit reports on the Companys financial
statements.
During the Companys fiscal years ended December 31, 2015 and
2014, and through the date of this report, there were no
reportable events within the meaning of Item 304(a)(1)(v) of
Regulation S-K, except for the material weaknesses in our
internal control over financial reporting disclosed in the
Companys Form 10-K for the year ended December 31, 2015 and 2014,
as discussed below.
On the Companys Annual Report on Form 10-K for the year ended
December 31, 2015, the Company disclosed the following control
deficiencies that represented a material weakness as of December
31, 2015:
|
We lack independent Board members necessary to maintain audit and other board committees consistent with best practice corporate governance standards.At thepresent time we have no independent directors. As a result, oversight and monitoring responsibility pertaining to our financial reporting and related internal control is not sufficient. Considering the costs associated with procuring and providing the infrastructure to support additional qualified Board members that are independent, management has concluded that the risks associated with the lack of independent Board members are not sufficient to justify adding independent members at this time.Managementwill periodically reevaluate this situation as circumstances change. |
|
We have a material weakness due to lack of segregation of duties. In October 2015, the employment of our Chief Financial Officer, who also served as our Principal Financial Officer, was discontinued. We have engaged an outside consultant to provide Interim Chief Financial Officer services since this time; however, our President and Chief Executive Officer assumed the role of Principal Financial Officer, in addition to that of Principal Executive Officer. This one person is also involved in the processing our banking transactions, has overall supervision and review of all cash disbursements and cash receipts, and has responsibility for the overall accounting and approval process. Therefore, while there are some compensating controls in place, it is difficult to ensure effective segregation of accounting duties. |
On the Companys Annual Report on Form 10-K for the year ended
December 31, 2014, the Company disclosed the following control
deficiencies that represented a material weakness as of December
31, 2014:
|
We lack independent Board members necessary to maintain audit and other board committees consistent with best practice corporate governance standards.At the present time we have no independent directors. As a result, oversight and monitoring responsibility pertaining to our financial reporting and related internal control is not sufficient. Considering the costs associated with procuring and providing the infrastructure to support additional qualified Board members that are independent, management has concluded that the risks associated with the lack of independent Board members are not sufficient to justify adding independent members at this time.Management will periodically reevaluate this situation as circumstances change. |
These material weaknesses have not been remediated as of the date
of this Current Report on Form 8-K.
The subject matter of thesematerialweaknesseswas discussed by the
Companys sole director with GHP. The Company will (once a
successor independent registered public accounting firm has been
retained) authorize GHP to respond fully without limitations to
the inquiries of the successor independent registered public
accounting firm concerning thesematters.
The Company provided GHP with a copy of the disclosures in this
report prior to filing with the Securities and Exchange
Commission (the SEC), and requested that GHP furnish the Company
with a letter addressed to the SEC stating whether GHP agrees
with the statements made in this Item 4.01 of this current report
on Form 8-K, and if not, stating the matters with respect which
GHP does not agree.
The Company is interviewing other appropriate firms to provide
audit services for the fiscal year that ended December 31, 2016,
and subsequent periods.
| Item 9.01 | Financial Statements and Exhibits |
(d)Exhibits
| Exhibits No. | Description | |
|
16.1 |
Letter dated December 31, 2016 from GHP Horwath, P.C. |
|
| 16.2 | Letter dated January 6, 2017, from GHP Horwath, P.C. |
About Zynex, Inc. (OTCMKTS:ZYXI)
Zynex, Inc. operates through the Electrotherapy and Pain Management Products segment. The Company conducts its business through its subsidiaries and the operating subsidiary is Zynex Medical, Inc. (ZMI). Its other subsidiaries include Zynex Monitoring Solutions, Inc. (ZMS) and Zynex Europe, ApS (ZEU). ZMI designs, manufactures and markets medical devices that treat chronic and acute pain, as well as activate and exercise muscles for rehabilitative purposes with electrical stimulation. ZMS is in the process of developing its blood volume monitoring product for non-invasive cardiac monitoring. ZEU intends to focus on sales and marketing its products within the international marketplace, upon receipt of necessary regulatory approvals. It markets and sells Zynex-manufactured products and distributes private labeled products. Its products include NexWave, NeuroMove, InWave, Electrodes and Batteries. ZMI devices are intended for pain management to reduce reliance on drugs and medications. Zynex, Inc. (OTCMKTS:ZYXI) Recent Trading Information
Zynex, Inc. (OTCMKTS:ZYXI) closed its last trading session down -0.025 at 0.320 with 12,200 shares trading hands.