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Item 4.01 Changes in Registrant’s Certifying Accountant
On October 6, 2006, the Board of Directors of Javelin Pharmaceuticals, Inc. (the “Company”), at the recommendation of the Audit Committee, unanimously dismissed PricewaterhouseCoopers LLP (“PwC”) as the Company’s independent registered public accounting firm, and retained McGladrey & Pullen, LLP (“McGladrey”), subject to execution of a definitive engagement letter.
PwC had been the independent registered public accounting firm of the Company since December 13, 2004 and PwC has been the independent accountant for Innovative Drug Delivery Systems, Inc. (“IDDS”), the Company’s subsidiary, for more than five years. PwC’s reports on the Company’s financial statements for the years ended December 31, 2005 and 2004 did not contain an adverse opinion or a disclaimer of opinion nor were such reports qualified or modified as to uncertainty, audit scope or accounting principle, except for an emphasis of a matter paragraph relating to our recurring losses and limited capital resources, as described in Note 2 to our financial statements for the years ended December 31, 2005 and 2004. During the period from the inception of the engagement of PwC on December 13, 2004 through the October 6, 2006 termination of the engagement, (i) the Company had no disagreements with PwC on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to PwC’s satisfaction, would have caused them to make reference to the subject matter of the disagreement in connection with their reports on our financial statements for such years and (ii) there were no reportable events pursuant to Item 304(a)(1)(v) of Regulation S-K.
As part of its duties under the Audit Committee Charter, the Audit Committee reviews the continued retention of the Company’s independent registered public accounting firm and recommends either continued retention or change to the Board of Directors. During its current review, the Audit Committee considered, among other things, that PwC has been the independent accountants for IDDS more than five years and the recent move of the Company’s accounting and financial reporting personnel to Cambridge, Massachusetts from New York, New York, and decided to recommend a change in the Company’s independent registered public accounting firm.
During the period that PwC had acted as the Company’s independent registered public accounting firm, the Company did not consult with McGladrey on either application of accounting principles or type of audit opinion or any of the other matters specified in Item 304(a)(2)(i) and (ii) of Regulation S-K.
The Company has requested and received from PwC a letter, dated October 11, 2006, addressed to the Securities and Exchange Commission stating whether or not PwC agrees with the above statements. A copy of the PwC letter is attached as an exhibit to this Report.
