UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: June 9, 2008
(Date of earliest event reported)
| LaserCard Corporation |
| (Exact Name of Registrant as Specified in its Charter) |
| Delaware | 0-06377 | 77-0176309 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
| 1875 N. Shoreline Boulevard, Mountain View, California 94043 |
| (Addresses of principal executive offices) (Zip Code) |
| Registrant’s telephone number, including area code: (650) 969-4428 |
| N/A |
| (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:
| | o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| | o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| | o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| | o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Table of Contents
Item 4.01 Changes in Registrant’s Certifying Account.
Item 9.01 Financial Statements and Exhibit
Signatures
Exhibit Index
Exhibit 16.1 (Letter regarding change of certifying accountant)
Item 4.01 Changes in Registrant’s Certifying Accountant.
On June 5, 2008, the audit committee of the board of directors of LaserCard Corporation (the “Company”) approved the engagement of Singer Lewak Greenbaum & Goldstein LLP (“SLGG”) as the Company’s new independent registered public accounting firm for the fiscal year ending March 31, 2009. SLGG was formally retained by the Company on June 10, 2008. During the Registrant’s past four fiscal years, neither the Registrant nor anyone of its behalf has consulted with SLGG regarding any of the matters referenced in Item 304(a)(2) of Regulation S-K.
At the same meeting, the audit committee of the Company’s board of directors approved the dismissal of Odenberg Ullakko Muranishi & Co. LLP (“OUM”), as its independent registered accounting firm. The chairman of the Company’s audit committee provided notice to OUM of its dismissal on June 9, 2008.
OUM has audited the Company’s consolidated financial statements for each fiscal year in the period from March 31, 2005 through March 31, 2008. No reports on the financial statements prepared by OUM over the past four years contained any adverse opinion or disclaimer of opinion, or was qualified or modified as to uncertainty, audit scope, or accounting principles.
In connection with OUM’s audits for the period from March 31, 2005 through March 31, 2008, there were no disagreements with OUM on any matter of accounting principles or practices, financial statement disclosure, or audit scope or procedures, which disagreements, if not resolved to the satisfaction of OUM, would have caused OUM to make reference to the subject matter of such disagreements in connection with its opinions. In addition, no reportable events, as defined in Item 304(a)(1)(v) of Regulation S-K, occurred during the Registrant’s fiscal years ended March 31, 2005 through March 31, 2008.
The Registrant provided OUM with a copy of this Current Report on Form 8-K prior to its filing with the Securities and Exchange Commission (the “SEC”) and requested that OUM furnish a letter addressed to the SEC stating whether or not OUM agrees with the statements noted above. A copy of the responsive letter, dated June 11, 2008, from OUM is attached as Exhibit 16.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibits 16.1 Letter Re Change in Certifying Account: Letter from Odenberg Ullakko Muranishi & Co. LLP to the Securities and Exchange Commission dated June 11, 2008.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned, hereunto duly authorized on the 11th day of June, 2008.
| LaserCard Corporation | |
| (Registrant) | |
| | |
| By: /s/ Steven G. Larson | |
| Steven G. Larson | |
| Chief Financial Officer | |
Exhibit Index
| Exhibit | Description | |
| 16.1 | Letter re Change in Certifying Accountant | |
