Item 4.01 Changes in Registrant's Certifying Accountant.
(a) Dismissal of MaloneBailey LLP
On July 11, 2022, Alpha Energy, Inc. (the "Registrant" or the "Company")
dismissed MaloneBailey, LLP ("MaloneBailey") as its independent registered
public accounting firm.
The report of MaloneBailey on the Company's financial statements for the fiscal
year ended December 31, 2021 did not contain any adverse opinion or disclaimer
of opinion, nor was it qualified or modified as to audit scope or accounting
principles. The report did include an explanatory paragraph relating to a net
capital deficiency that raises substantial doubt about the Company's ability to
continue as a going concern.
During the period of MaloneBailey's engagement as the Company's independent
registered public accounting firm through July 11, 2022 (the "Engagement
Period"), there were no disagreements as defined in Item 304 of Regulation S-K
with MaloneBailey on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which disagreements, if
not resolved to the satisfaction of MaloneBailey, would have caused it to make
reference in connection with any opinion to the subject matter of the
disagreement. Further, during the Engagement Period, there were no reportable
events (as defined in Item 304(a)(1)(v) of Regulation S-K) except for the
material weaknesses described in Item 9A of the Company's Annual Report on Form
10K for the year ended December 31, 2021.
In accordance with Item 304(a)(3) of Regulation S-K, we provided MaloneBailey
with a copy of this Report prior to its filing with the SEC and requested
MaloneBailey to furnish the Registrant with a letter addressed to the SEC,
stating whether or not it agrees with the statements made by the Company herein
in response to Item 304(a) of Regulation S-K as the same pertain to MaloneBailey
and, if not, stating the respect in which it does not agree. A copy of
MaloneBailey's letter confirming its agreement with the disclosures in this Item
401 is attached as Exhibit 16.1 to this Form 8-K.
(b) Engagement of BFBorgers CPA PC
On July 11, 2022, the Company engaged BFBorgers CPA PC ("BFB"), an independent
registered public accounting firm which is registered with, and governed by the
rules of, the Public Company Accounting Oversight Board, as our independent
registered public accounting firm. During our two most recent fiscal years
through December 31, 2021, and the subsequent interim period through July 11,
2022 neither us nor anyone on our behalf consulted BFB regarding either (1) the
application of accounting principles to a specified transaction regarding us,
either completed or proposed, or the type of audit opinion that might be
rendered on our financial statements; or (2) any matter regarding us that was
either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of
Regulation S-K and related instructions to Item 304 of Regulation S-K) or a
reportable event (as defined in Item 304(a)(1)(v) of Regulation S-K).
Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
On July 11, 2022, the Board of Directors of the Company ratified the prior
appointment of Mr. Jay Leaver to the position of President, and Lacie Kellogg,
to the position of Interim Chief Financial Officer of the Company. Ms. Kellogg
also serves as a director of the Company. There is no family relationship
between either officer and any of our other officers and directors. There are
no understandings or arrangements between either officer and any other person
pursuant to which either was selected as an officer, other than Jay Leaver's
appointment is pursuant to a consulting agreement dated as of June 1, 2020 with
Leaverite Exploration, Inc, dba Leaverite Consulting, which is wholly owned by
Mr. Leaver. 20 Shekels, Inc. which is wholly-owned by Marshwiggle, LLC, jointly
owned by Mr. Leaver and his spouse, is a minority, non-controlling member of AEI
Acquisition, LLC.
Except for the aforementioned arrangements, there has not been any transaction
or currently proposed transaction, in which the Company was or is to be a
participant and the amount involved exceeds $120,000, and in which Mr. Leaver of
Ms. Kellogg will have a direct or indirect material interest since the beginning
of the Company's last fiscal year.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
10.1 Consulting Agreement dated June 1, 2020 by and between Alpha Energy, Inc.
and Leaverite Exploration, Inc. *
16.1 Letter from MaloneBailey LLP, dated July 20, 2022.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
* Incorporated herewith by reference to Exhibit 10.13 to the Company's Annual
Report on Form 10-K for the fiscal year ended December 31, 2021 as filed with
the SEC April 4, 2022.
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