8-K: Notable Labs Changes Accounting Firms, Appoints WithumSmith+Brown

Notable Labs has dismissed Kesselman & Kesselman as its independent auditor and engaged WithumSmith+Brown, effective January 30, 2024.

Summary

• Notable Labs, Ltd. dismissed Kesselman & Kesselman C.P.A.s as their independent registered public accounting firm on January 30, 2024.
• The dismissal was approved by the Audit Committee of the company's Board of Directors.
• Kesselman & Kesselman's reports for the fiscal years ended December 31, 2022 and 2021 did not contain any adverse opinions or disclaimers.
• There were no disagreements or reportable events between Notable Labs and Kesselman & Kesselman during the specified periods.
• On the same day, January 30, 2024, Notable Labs engaged WithumSmith+Brown, PC as their new independent registered public accounting firm for the fiscal year ending December 31, 2023.
• The engagement of WithumSmith+Brown is subject to customary intake procedures and stockholder approval under applicable Israeli law.
• Notable Labs did not consult with WithumSmith+Brown on any accounting or auditing matters prior to their engagement.

Sentiment

Score: 6

Explanation: The document describes a routine change in auditors, which is neither particularly positive nor negative. The lack of any stated issues or disagreements suggests a neutral sentiment.

Positives

• The previous auditor, Kesselman & Kesselman, issued clean audit reports for the fiscal years 2021 and 2022.
• There were no disagreements or reportable events between the company and the previous auditor.
• The transition to a new auditor appears to be orderly and well-documented.

Risks

• The engagement of WithumSmith+Brown is subject to customary intake procedures and stockholder approval, which could potentially introduce delays or complications.
• A change in auditors can sometimes signal underlying issues, although no such issues were explicitly stated in the document.

Future Outlook

The company will proceed with the engagement of WithumSmith+Brown, subject to customary intake procedures and stockholder approval.

Management Comments

• The company's CEO, Thomas A. Bock, signed the report on behalf of Notable Labs, Ltd.

Industry Context

Changes in auditors are not uncommon, but they are closely scrutinized by investors and regulators. This change is within the normal course of business, but the reasons for the change are not explicitly stated.

Comparison to Industry Standards

• The process of changing auditors is generally standardized, requiring disclosure and agreement from the outgoing auditor.
• The engagement of a new auditor is subject to customary intake procedures, which is a standard practice in the industry.
• The requirement for stockholder approval under Israeli law is specific to the company's jurisdiction and is not a universal standard.

Stakeholder Impact

• Shareholders will be informed of the change in auditors.
• The change in auditors is not expected to have a significant impact on employees, customers, or suppliers.

Next Steps

• WithumSmith+Brown will undergo customary intake procedures.
• Stockholder approval for the engagement of WithumSmith+Brown will be sought under applicable Israeli law.

Key Dates

Keywords

auditor, accounting firm, Kesselman & Kesselman, WithumSmith+Brown, independent registered public accounting firm, audit, financial statements