ITEM 4.01. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a) Daszkal served as the Company's independent registered public
accounting firm for the fiscal years ended December 31, 2022 and 2021.
During the fiscal years ended December 31, 2022 and 2021, and the subsequent
interim period, there were:
(i) no disagreements (as described in Item 304(a)(1)(iv) of Regulation S-K and
the related instructions) between the Company and Daszkal on any matter of
accounting principles or practices, financial statement disclosure, or
auditing scope or procedure, which disagreements, if not resolved to
Daszkal's satisfaction, would have caused Daszkal to make reference to the
subject matter of disagreement in connection with its reports on the
Company's consolidated financial statements for such years; and
(ii) no "reportable events" within the meaning of Item 304(a)(1)(v) of Regulation
S-K, except that Daszkal advised the Company of material weaknesses in its
internal control over financial reporting as of December 31, 2022 and 2021.
(b) On May 6, 2023, upon the approval of the Audit Committee, the
Company engaged CohnReznick as the Company's new independent registered public
accounting firm for the fiscal year ending December 31, 2023 and interim periods
within that year.
During the Company's two most recent fiscal years ended December 31, 2022 and
2021, and the subsequent interim period through the date of engagement of
CohnReznick:
(i) the Company did not consult with CohnReznick regarding the application of
accounting principles to a specified transaction, either completed or proposed,
or the type of audit opinion that might be rendered on the Company's financial
statements;
(ii) CohnReznick did not provide a written report or oral advice on any
accounting, auditing or financial reporting issue that CohnReznick concluded was
an important factor considered by the Company in reaching a decision as to the
accounting, auditing or financial reporting issue; and
(iii) the Company did not consult with CohnReznick regarding any matter that
was either the subject of a disagreement, as defined in Item 304(a)(1)(iv) of
Regulation S-K and the related instructions, or a "reportable event," as
described in Item 304(a)(1)(v) of Regulation S-K.
The Company provided CohnReznick with a copy of the disclosures it is making in
this this Current Report on Form 8-K/A and requested that CohnReznick furnish a
letter addressed to the SEC stating whether CohnReznick agrees with the
statements made herein. A copy of CohnReznick's letter dated May 9, 2023, is
filed as Exhibit 10.1 to this Current Report on Form 8-K.
The Company provided Daszkal with a copy of the disclosures it is making in this
this Current Report on Form 8-K/A and requested that Daszkal furnish a letter
addressed to the SEC stating whether Daszkal agrees with the statements made
herein. A copy of Daszkal's letter dated May 9, 2023, is filed as Exhibit 10.2
to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
16.1 Letter from CohnReznik dated May 9, 2023
16.2 Letter from Daszkal dated May 9, 2023
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