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): July 15, 2021
Atreca, Inc.
(Exact name of Registrant as Specified in Its Charter)
| Delaware | 001-38935 | 27-3723255 |
|
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 835 Industrial Rd., Suite 400 San Carlos, California |
94070 | |
| (Address of Principal Executive Offices) | (Zip Code) |
(650) 595-2595
(Registrant’s Telephone Number, Including Area Code)
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 Instructions 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)) |
Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| Class A Common Stock, $0.0001 par value per share | BCEL | The Nasdaq Stock Market LLC |
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 x
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 July 15, 2021, Atreca, Inc. (the “Company”) was formally notified that OUM & Co. LLP (“OUM”) combined its practice with WithumSmith+Brown, PC (“Withum”) and, as a result of such transaction, OUM effectively resigned as the independent registered public accounting firm of the Company on such date. Pursuant to certain terms of the transaction, OUM combined its operations with Withum’s operations and certain professional staff and partners of OUM joined Withum as employees or partners.
On July 16, 2021, with the approval of the Audit Committee of the Company’s Board of Directors, Withum was engaged as the Company’s new independent registered public accounting firm for the quarterly period ending June 30, 2021 and for the year ending December 31, 2021.
During the years ended December 31, 2020 and 2019, and during the interim period from the end of the most recently completed fiscal year through July 15, 2021, the date of resignation, there were no disagreements with OUM 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 OUM, would have caused it to make reference to such disagreement in its reports.
The reports of OUM regarding the Company’s financial statements for the fiscal years ended December 31, 2020 and 2019 did not contain any adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles.
Prior to engaging Withum, neither the Company nor anyone on its behalf consulted with Withum regarding (i) the application of accounting principles to a specified transaction, either completed or proposed, or on the type of audit opinion that might be rendered by Withum on the Company’s financial statements, or (ii) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K), and Withum did not provide any written report or oral advice that was an important factor considered by the Company in reaching a decision as to any such accounting, auditing or financial reporting issue.
The Company provided OUM with a copy of the disclosure in this Current Report on Form 8-K (“Form 8-K”) prior to its filing with the Securities and Exchange Commission (“SEC”) and requested that OUM furnish the Company with a letter addressed to the SEC stating whether it agrees with the above statements and, if it does not agree, the respects in which it does not agree. A copy of the letter, dated July 15, 2021, is filed as Exhibit 16.1 (which is incorporated by reference herein) to this Form 8-K.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit Number |
Exhibit Description | |
| 16.1 | Letter from OUM & Co. LLP to the Securities and Exchange Commission |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Atreca, Inc. | ||
| Dated: July 20, 2021 | By: | /s/ Courtney J. Phillips |
| Courtney J. Phillips | ||
| General Counsel and Corporate Secretary | ||
Exhibit 16.1
July 15, 2021
Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549-7561
Ladies and Gentlemen:
We have read Atreca, Inc.’s statements included under Item 4.01 of its Form 8-K dated July 15, 2021, and are in agreement with the statements contained therein concerning our firm in response to Item 304(a) of Regulation S-K.
Very truly yours,
/s/ OUM & Co. LLP