Item 4.01. Changes in Registrant's Certifying Accountant.
(a) Dismissal of Independent Registered Accounting Firm
On October 2, 2019, the Board of Directors of Liberated Solutions, Inc., doing
business as Ngen Technologies USA Corp (the "Company"), decided to change
auditors and accordingly, terminated the engagement of DeLeon & Company, P.A.
("DeLeon") as the Company's independent registered accounting firm, effective
immediately after the filing with the Securities and Exchange Commission (the
"Commission") of the Company's Quarterly Report on Form 10-Q for the period
ended September 30, 2019 (the "September 2019 10-Q").
DeLeon's report on the Company's financial statements for the two most recent
fiscal years 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. Furthermore, during the Company's two most recent fiscal years and
through November 7, 2019, the date on which the September 2019 10-Q was filed
with the Commission, there have been no disagreements with DeLeon on any matter
of accounting principles or practices, financial statement disclosure or
auditing scope or procedure, which disagreements, if not resolved to DeLeon's
satisfaction, would have caused DeLeon to make reference to the subject matter
of the disagreement in connection with its report on the Company's financial
statements for such periods.
Except as set forth below, for the two most recent fiscal years and through
November 7, 2019, there were no "reportable events" as that term is described in
Item 304(a)(1)(v) of Regulation S-K; however, DeLeon's most recent year-end
report did contain a modification paragraph that expressed substantial doubt
about the Company's ability to continue as a going concern.
The Company provided DeLeon with a copy of the disclosure contained herein,
prior to its filing with the Commission, and requested that DeLeon furnish the
Company a letter addressed to the Commission stating whether or not it agreed
with the statements herein and, if not, stating the respects in which it does
not agree. DeLeon's letter to the Commission is attached hereto as Exhibit 16.1.
(b) Engagement of New Independent Registered Accounting Firm
On October 2, 2019, the Company's Board of Directors appointed Benjamin & Young,
LLP ("Benjamin & Young") as the Company's new independent registered accounting
firm. During the Company's two most recent fiscal years and through October 2,
2019, neither the Company nor anyone acting on the Company's behalf consulted
Benjamin & Young with respect to any of the matters or reportable events set
forth in Item 304(a)(2)(i) and (ii) of Regulation S-K.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit No.
16.1 Letter of DeLeon & Company, P.A. to the Commission dated November
18, 2019.
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