Unassociated Document
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): January
28, 2008
FORTISSIMO
ACQUISITION CORP.
(Exact
Name of Registrant as Specified in Charter)
Delaware
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001-52166
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02-0762508
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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14
Hamelacha Street, Park Afek, Rosh Ha’ayin Israel
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48091
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(Address
of Principal Executive Offices)
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(Postal
Code)
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Registrant’s
telephone number, including area code: (011)
972-3-915-7400
Not
Applicable
(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):
¨
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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Item 4.01.
Changes
in Registrant's Certifying Accountant.
On
January 28, 2008, Fortissimo Acquisition Corp. (the “Company”) was notified that
the partners of Goldstein Golub Kessler LLP (“GGK”), the Company’s independent
registered public accounting firm, became partners of McGladrey &
Pullen, LLP in a limited asset purchase agreement and that, as a result thereof,
GGK has resigned as independent registered public accounting firm for the
Company. On January 30, 2008, McGladrey & Pullen, LLP was
subsequently engaged as the Company’s new independent registered public
accounting firm.
The
audit
reports of GGK on the financial statements of the Company as of December 31,
2006 and 2005, and the related statements of operations, stockholders’ equity
and cash flows for the year ended December 31, 2006, the period from December
27, 2005 (inception) to December 31, 2005, and the cumulative period from
December 27, 2005 (inception) to December 31, 2006 did not contain an adverse
opinion or a disclaimer of opinion, and were not qualified or modified as to
uncertainty, audit scope or accounting principles, except that the financial
statements for the period ended December 31, 2005 included a going concern
explanatory paragraph.
The
decision to engage McGladrey & Pullen, LLP was approved by the
Company’s board of directors.
During
the period from December 27, 2005 (inception) to December 31, 2006 and
through the date of this Current Report, there were: (i) no disagreements
between the Company and GGK on any matters of accounting principles or
practices, financial statement disclosure, or auditing scope or procedures,
which disagreements, if not resolved to the satisfaction of GGK, would have
caused GGK to make reference to the subject matter of the disagreement in their
reports on the Company’s financial statements for such years, and (ii) no
reportable events within the meaning set forth in Item 304(a)(1)(v) of
Regulation S-K.
During
the Company’s fiscal year ended December 31, 2006 and through the date of
this Current Report, the Company did not consult with McGladrey &
Pullen, LLP on (i) the application of accounting principles to a specified
transaction, either completed or proposed, or the type of audit opinion that
may
be rendered on the Company’s financial statements, and McGladrey &
Pullen, LLP did not provide either a written report or oral advice to the
Company that McGladrey & Pullen, LLP 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 the subject of
any disagreement, as defined in Item 304(a)(1)(iv) of Regulation S-K
and the related instructions, or a reportable event within the meaning set
forth
in Item 304(a)(1)(v) of Regulation S-K.
The
Company has provided GGK a copy of the disclosures in this Form 8-K prior
to the filing with the Securities and Exchange Commission (“SEC”) and has
requested that GGK furnish it with a letter addressed to the SEC stating whether
or not GGK agrees with the Company’s statements in this Item 4.01. A copy
of the letter dated January 30, 2008 furnished by GGK in response to that
request is filed as Exhibit 99.1 to this Form 8-K.
Item
9.01 Financial
Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits:
99.1
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Letter
furnished by GGK in response to the Company’s request, addressed to the
Securities and Exchange Commission, dated January 30, 2008, indicating
their agreement with the statements contained in the Form 8-K
filing.
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SIGNATURE
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.
Dated: January
30, 2008
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FORTISSIMO
ACQUISITION CORP.
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By:
/s/ Yuval Cohen
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Name:
Yuval Cohen
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Title:
Chairman of the Board and Chief Executive
Officer
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