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) November 26, 2003
NOVADEL PHARMA INC.
(Exact name of registrant as specified in its charter)
Delaware 000-23399 22-2407152
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
Formation)
25 Minneakoning Road Flemington, NJ 08822
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (908) 782-3431
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(Former name or former address, if changes since last report)
Item 4. Changes In Registrant's Certifying Accountant
On November 26, 2003, the Company's independent accounting firm, Wiss &
Company, LLP ("W&C"), advised the Company that it has resigned as the
independent accountant to audit the Company's financial statements.
The reports of W&C on the Company's financial statements within the two
most recent fiscal years or any subsequent interim period contain no adverse
opinion or disclaimer of opinion and were not qualified or modified as to
uncertainty, audit scope or accounting principles. However, the report was
modified as to an uncertainty relative to going concern for the periods ended
July 31, 2003 and July 31, 2002.
The Company's Board of Directors accepted the resignation of W&C.
During the two most recent fiscal years and any subsequent interim
period preceding W&C's dismissal, there were no disagreement(s) with W&C on any
matter of accounting principles or practice, financial statement disclosure or
auditing scope or procedure, which disagreement(s), if not resolved to the
satisfaction of W&C, would have caused it to make reference to the subject
matter of the disagreement(s) in connection with its report.
No "reportable events" (as defined in Item 304 (a) (1) (v) of
Regulation S-K) occurred during the Company's two most recent fiscal years and
any subsequent interim period preceding the accounting firm of W&C's dismissal.
The Company has requested that W&C furnish it with a letter addressed
to the Securities and Exchange Commission stating whether or not W&C agrees with
the above statements. A copy of such letter is attached hereto as Exhibit 16.1.
The Company engaged J.H. Cohn, LLC ("JHC"), as its new independent
accountants as of November 26, 2003. Prior to such date, the Company did not
consult with JHC regarding (i) the application of accounting principles to a
specified transaction, either completed or proposed, (ii) the type of audit
opinion that might be rendered by JHC on the Company's financial statements, or
(iii) any other matter that was the subject of a disagreement between the
Company and its auditor (as defined in Item 304(a)(1)(iv) of Regulation S-K and
its related instructions) or a reportable event (as described in Item 304(a)
(1)(v) of Regulation S-K).
Item 7. Financial Statements and Exhibits
16.1 Letter dated December 2, 2003, from the accounting firm of W&C,
independent accountants to the Company, concerning the disclosure made
in this Report on Form 8-K.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly authorized and caused the undersigned to sign this
Report on the Registrant's behalf.
NOVADEL PHARMA INC.
By: /s/ Gary A. Shangold
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Name: Gary A. Shangold
Title: President and Chief Executive
Officer
Dated: December 3, 2003
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