Current Report Filing (8-k)
31 December 2021 - 04:18AM
Edgar (US Regulatory)
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2021-12-27 0001833908 us-gaap:CommonStockMember 2021-12-27
2021-12-27 0001833908 us-gaap:WarrantMember 2021-12-27 2021-12-27
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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): |
December 27, 2021 |
|
Alfi, Inc. |
|
(Exact Name of Registrant as
Specified in Charter) |
|
Delaware |
001-40294 |
30-1107078 |
|
(State or Other Jurisdiction of
Incorporation) |
(Commission File Number) |
(IRS Employer Identification
No.) |
|
429 Lenox Avenue,
Suite 547 |
|
|
Miami Beach,
Florida |
33139 |
|
(Address of Principal Executive
Offices) |
(Zip Code) |
|
Registrant’s telephone number,
including area code: |
(305)
395-4520 |
|
|
|
(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)) |
Securities registered pursuant to Section 12(b) of the Act:
|
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
|
Common stock, par value $0.0001 per share |
ALF |
Nasdaq Capital Market |
|
Warrants, each whole warrant exercisable for one share of Common
stock at an exercise price of $4.57 |
ALFIW |
Nasdaq Capital Market |
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 December 27, 2021, Alfi, Inc. (the “Company”) engaged Frazier
& Deeter LLC (“F&D”) to serve as the Company’s independent
registered public accounting firm to audit the consolidated balance
sheet of the Company as of December 31, 2021, and the related
consolidated statements of operations, stockholders’ equity, and
cash flows, and the related notes for the year then ended. The
decision to engage F&D as the Company’s independent registered
public accounting firm was approved by the Audit Committee of the
Company’s Board of Directors.
During the two most recent fiscal years ended December 31, 2020 and
2019, and during the subsequent interim period from January 1, 2021
through the date of F&D’s engagement, neither the Company nor
anyone on its behalf consulted F&D 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 F&D 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” (as such term is 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).
On December 30, 2021, the Company issued a press release regarding
the engagement of F&D, which release is filed as Exhibit 99.1
hereto.
|
Item 9.01 |
Financial Statements and
Exhibits. |
(d) Exhibits
SIGNATURE
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.
| |
ALFI,
INC. |
| |
|
|
| |
|
|
| |
By: |
/s/ Peter
Bordes |
| |
|
Peter
Bordes |
| |
|
Interim
Chief Executive Officer |
Date: December 30, 2021
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