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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):
JANUARY 15, 1998
Commission File Number 0-28392
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HARVARD SCIENTIFIC CORP
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(Exact name of registrant as specified in its charter)
Nevada 88-0226455
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(State or other jurisdiction of (IRS Employer Identification Number)
incorporation)
100 North Arlington Avenue, Suite 380, Reno, Nevada 89501
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(Address of principal executive offices) (Zip Code)
Registrant's Telephone number, including area code: (702) 786-9005
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ITEM NO. 4. CHANGES IN REGISTRANT'S CERTIFIED PUBLIC ACCOUNTANT
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Prior to January 13, 1998, the Registrant engaged as its principal
accountant to audit the Registrant's financial statements the firm of W. Dale
McGhie, CPA of Reno, Nevada. On January 13, 1998, the Registrant's Board of
Director's approved Ronald D. Simpkins, Certified Public Accountants, of 1155
West Fourth Street, Suite 214, Reno, Nevada 89503, as the Registrant's
independent accountant. Mr. Simpkins was retained for the purposes of performing
an audit on the Registrant's year end financial statements.
The Registrant's former accountant, W. Dale McGhie did not resign and
did not decline to stand for reelection. The new management of the Registrant
has determined that a change of auditor is in the best interest of the company,
and therefore, the former accountant simply was replaced as of January 13, 1998.
This decision to change accountants was recommended and approved by the Board of
Directors.
Reports prepared by the Registrant's principal accountant on the
Registrant's financial statements for the periods ending December 31, 1996 and
December 31, 1995, in addition to the statement of operations, stockholders
equity and cashflow for the period ending December 31, 1994, have not contained
an adverse opinion or disclaimer of opinion, nor were they qualified or modified
as to uncertainty, audit scope, or accounting principles, except as follows:
1. The Report on Financial Statements prepared by W. Dale McGhie for
December 31, 1996 and 1995, contained the following statement:
The accompanying financial statements have been presented
assuming that the company will continue as a going concern. As
discussed in Note 11 to the financial statements, the Company has
suffered recurring losses from operations that raises substantial
doubt about its ability to continue as a going concern. The
financial statements do not include any adjustments that might
result from the outcome of this uncertainty.
Note 11 of those financial statements, under the heading "Uncertainty -
Going Concern", stated:
The financial statements of the Company have been prepared
assuming that the Company will continue as a going concern. The
Company's continued existence is dependent upon its ability to
resolve its liquidity problems, principally by obtaining
additional equity capital and through the sale of the PGE-1
product. If additional capital is not secured, then there is
substantial doubt about the Company's ability to continue as a
going concern. See also Note 12 regarding the Company's plans to
issue 6% Convertible Debentures in 1997.The Company intends to
obtain additional capital through public and private financing or
from other sources, such as collaboration agreements. Although
the Company sold $5,000,000 principal amount of 6% convertible
debentures (Note 12) and has an undertaking, subject to various
conditions, to sell an additional$10,000,000 principal amount of
6% convertible debentures, there can be no assurance that this
additional funding will occur, or be sufficient. If additional
funding does not occur or is insufficient, there is no assurance
that other required funds will be available on terms satisfactory
to the Company. Failure to obtain adequate financing could cause
a delay or termination of the Company's product development and
marketing efforts. See also Note 12.
During the most recent two fiscal years, there have not been any
disagreements with the Registrant's former accountant on any matter of
accounting principles or practices, financial statements disclosure, or auditing
scope or procedure, which disagreements, if not resolved to the satisfaction of
the former accountant, would have caused it to make a reference to the subject
matter of the disagreements in connection with its report.
ITEM NO. 7. EXHIBITS
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(16) Letter on change in certifying accountant.
Pursuant to Item 304(a) (3) of Regulation S-B, the Company has provided
its former accountant with a copy of this Form 8-K and has requested its
former accountant to furnish a letter addressed to the Commission
stating whether it agrees with the statements made by the Company and,
if not, stating the respects in which it does not agree. Due to the
unavailability of the requested letter at the time of this filing, the
letter shall be filed in compliance with the requirements of Item 304
(a) (3) upon receipt.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
HARVARD SCIENTIFIC CORP.
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/s/ Thomas E. Waite
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Mr. Thomas E. Waite, President
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W. DALE MCGHIE Town & Country Plaza
CERTIFIED PUBLIC ACCOUNTANT 1539 Vassar St. Reno, Nevada 89502
Tel: 702-323-7744
Fax: 702-323-8288
Securities and Exchange Commission
Washington, D.C. 20549
Gentlemen:
I was previously the principal accountant for Harvard Scientific Corporation,
and on June, 2 1997, I reported on the financial statements of Harvard
Scientific Corporation as of and for the two years ending December 31, 1996.
On January 15, 1998, I was replaced as principal accountant of Harvard
Scientific Corp. I have read Harvard Scientific Corp. statements included
under Item 4 of its Form 8-K for January 15, 1998 and I agree with such
statements.
Very truly yours,
/s/ W. Dale McGhie
W. Dale McGhie
Certified Public Accountant
Reno, Nevada
January 15, 1998
