8-K/A: Radiant Logistics Amends 8-K to Correct Exhibit Link, Confirms Auditor Change to Baker Tilly Following Moss Adams Merger

Sentiment:

Auditor Change Amendment


Radiant Logistics, Inc. filed an amended Form 8-K to correct an exhibit link, confirming the transition of its independent registered public accounting firm from Moss Adams LLP to Baker Tilly US, LLP following a merger, while also disclosing prior material weaknesses in internal controls.

Summary

  • Radiant Logistics, Inc. (RLGT) filed an amended Form 8-K (8-K/A) on June 3, 2025, primarily to correct a broken link to Exhibit 16.1 in its original Form 8-K filed on June 5, 2025.
  • The core content of the filing details a change in the company's independent registered public accounting firm.
  • Moss Adams LLP, the previous auditor, merged with Baker Tilly US, LLP, effective June 3, 2025, with the combined audit practices operating as Baker Tilly US, LLP.
  • Consequently, Moss Adams resigned, and the Company's Audit Committee approved the appointment of Baker Tilly as the successor auditor.
  • Moss Adams' audit reports for the fiscal years ended June 30, 2024, and 2023, did not contain adverse or disclaimer opinions, nor were they qualified or modified.
  • However, the Company disclosed material weaknesses: one related to revenue recording and processing for FY2024, and two for FY2023 (revenue recording/processing and IT general controls).
  • The Company confirmed no disagreements with Moss Adams on accounting or auditing matters, except for the noted material weaknesses, and no consultations with Baker Tilly on accounting principles or audit opinions prior to their appointment.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. The auditor change is due to a merger, not a dispute, which is a positive. However, the persistent material weaknesses in internal controls, though previously disclosed, remain a concern. The amendment itself is minor, correcting a link.

Positives

  • The change in auditor is a result of a merger between Moss Adams LLP and Baker Tilly US, LLP, rather than due to disagreements or issues with the Company's financial reporting practices, suggesting a smooth transition.
  • Moss Adams' audit reports for the fiscal years ended June 30, 2024, and 2023, did not contain adverse opinions, disclaimers of opinion, or qualifications.
  • Moss Adams LLP confirmed its agreement with the Company's statements in the 8-K regarding the auditor change.

Negatives

  • The Company previously disclosed material weaknesses in internal controls: one related to the recording and processing of revenues for the year ended June 30, 2024, and two for the year ended June 30, 2023 (revenue recording/processing and design and operation of information technology general controls).

Risks

  • Material weaknesses in internal controls related to the recording and processing of revenues (for fiscal years ended June 30, 2024, and June 30, 2023) and the design and operation of information technology general controls (for fiscal year ended June 30, 2023) could impact the reliability and accuracy of financial reporting.

Future Outlook

The document does not provide specific forward-looking statements or guidance regarding future financial performance or strategic initiatives, focusing solely on the change in the independent registered public accounting firm.

Management Comments

  • "Radiant Logistics, Inc. was notified that Moss Adams LLP, the Company's independent registered public accounting firm, merged with Baker Tilly US, LLP effective on June 3, 2025."
  • "The Audit Committee of the Company's Board of Directors approved the appointment of Baker Tilly, as the successor to Moss Adams, as the Company's independent registered public accounting firm."
  • "During the years ended June 30, 2024 and 2023, and the subsequent interim period through June 2, 2025, there were no (a) disagreements with Moss Adams... or (b) reportable events requiring disclosure pursuant to Item 304(a)(1)(v) of Regulation S-K except for the material weakness related to the recording and processing of revenues that is disclosed under the heading Item 9A. Controls and Procedures in the Company's Annual Report on Form 10-K for the year ended June 30, 2024 and the material weaknesses related to the recording and processing of revenues and design and operation of information technology general controls that are disclosed under the heading Item 9A. Controls and Procedures in the Company's Annual Report on Form 10-K for the year ended June 30, 2023."

Industry Context

This filing primarily concerns a corporate governance matter related to auditor changes due to a merger, rather than specific industry trends. However, the disclosure of material weaknesses in internal controls, particularly concerning revenue recognition and IT general controls, is a common area of focus across industries for regulatory compliance and financial integrity.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Auditor AppointmentThe Audit Committee of the Board of Directors approved the appointment of Baker Tilly US, LLP as the successor independent registered public accounting firm following the merger of Moss Adams LLP with Baker Tilly.June 3, 2025Ensures continuity of audit services and compliance with regulatory requirements for independent financial oversight, with the new firm inheriting the audit responsibilities.

Stakeholder Impact

  • Shareholders: The change in auditor due to a merger is a routine event and should not negatively impact shareholder confidence, especially given the lack of disagreements. However, the disclosed material weaknesses in internal controls, though previously known, remain a point of attention regarding financial reporting reliability.
  • Employees: No direct impact on employees is mentioned in the document.
  • Customers/Suppliers/Creditors: No direct impact on these stakeholders is mentioned in the document.

Next Steps

  • Radiant Logistics, Inc. will continue to work with Baker Tilly US, LLP as its independent registered public accounting firm for future audits.
  • The company will need to continue addressing and remediating the previously disclosed material weaknesses in internal controls related to revenue recording/processing and IT general controls.

Key Dates

DateDescription
June 3, 2025Date of earliest event reported; Moss Adams LLP merged with Baker Tilly US, LLP, and Radiant Logistics, Inc. was notified of the merger and the subsequent change in its independent registered public accounting firm.
June 5, 2025Original Form 8-K filed by Radiant Logistics, Inc.; Date of Moss Adams LLP's letter to the SEC confirming agreement with the Company's statements.
June 9, 2025Date of signing of the Current Report on Form 8-K/A by Radiant Logistics, Inc.
June 30, 2023End of fiscal year for which Moss Adams LLP audited financial statements and material weaknesses related to revenue recording/processing and IT general controls were disclosed.
June 30, 2024End of fiscal year for which Moss Adams LLP audited financial statements and a material weakness related to revenue recording/processing was disclosed.

Recommendation

hold

Keywords

Radiant Logistics, RLGT, SEC filing, 8-K/A, auditor change, Moss Adams, Baker Tilly, accounting firm, material weakness, internal controls, financial reporting, logistics, transportation

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