8-K/A: Nightfood Holdings Changes Accounting Firms, Cites No Disagreements
Auditor Change Announcement
Nightfood Holdings has replaced its independent accounting firm, GreenGrowth CPAs Inc., with Fruci & Associates II, PLLC, effective April 12, 2024.
Summary
- Nightfood Holdings, Inc. has changed its independent registered public accounting firm from GreenGrowth CPAs Inc. to Fruci & Associates II, PLLC, effective April 12, 2024.
- The change was approved by the company's board of directors acting as the audit committee.
- GreenGrowth's reports for the quarters ending September 30, 2023, and December 31, 2023, did not contain any adverse opinions or disclaimers, but did indicate substantial doubt about the company's ability to continue as a going concern.
- There were no disagreements between Nightfood and GreenGrowth on accounting principles, financial statement disclosure, or auditing scope during their engagement.
- The company did discuss with GreenGrowth the continued existence of material weaknesses in the company's internal control over financial reporting.
- GreenGrowth has confirmed that they agree with the statements made by Nightfood regarding the change of auditors.
Sentiment
Score: 4
Explanation: The change of auditors itself is neutral, but the going concern issue and material weaknesses in internal control are negative factors. The confirmation of no disagreements is a positive, but overall the sentiment is slightly negative.
Positives
- GreenGrowth confirmed they agree with the statements made by Nightfood regarding the change of auditors.
- There were no disagreements between Nightfood and GreenGrowth on accounting principles or auditing matters.
Negatives
- GreenGrowth's reports for the two most recent fiscal quarters indicated substantial doubt about the company's ability to continue as a going concern.
- The company discussed with GreenGrowth the continued existence of material weaknesses in internal control over financial reporting.
Risks
- The company's ability to continue as a going concern is in doubt, as indicated by the previous auditor.
- Material weaknesses in the company's internal control over financial reporting continue to exist.
Management Comments
- The board of directors of the Company, acting as the audit committee, approved the decision to change the Company's independent accountants.
Industry Context
Changes in auditors are not uncommon, but the reasons for the change and the previous auditor's concerns about the company's ability to continue as a going concern are important factors for investors to consider.
Comparison to Industry Standards
- The change of auditors is a common practice, but the lack of disagreements and the confirmation from the previous auditor is a positive sign.
- The going concern issue raised by GreenGrowth is a significant concern and should be compared to other companies in the same industry to assess the severity of the issue.
- The material weaknesses in internal control over financial reporting are also a concern and should be compared to industry standards and best practices.
Stakeholder Impact
- Shareholders should be aware of the change in auditors and the concerns raised by the previous auditor.
- Creditors should be aware of the going concern issue and the material weaknesses in internal control.
Key Dates
| Date | Description |
|---|---|
| 2023-09-30 | End of the fiscal quarter for which GreenGrowth issued a report. |
| 2023-11-07 | Date of engagement with GreenGrowth. |
| 2023-12-31 | End of the fiscal quarter for which GreenGrowth issued a report. |
| 2024-04-12 | Date of dismissal of GreenGrowth and engagement of Fruci & Associates II, PLLC. |
| 2024-04-19 | Date of GreenGrowth's letter to the SEC. |
| 2024-08-01 | Date of the 8-K/A filing. |
Keywords
accounting firm, auditor, GreenGrowth CPAs, Fruci & Associates, independent accountant, financial reporting, internal control, going concern
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