DEFA14A: Rumble Inc. Appoints Baker Tilly as New Auditor Following Moss Adams Merger

Rumble Inc. has updated its 2025 Annual Meeting proxy statement to reflect the appointment of Baker Tilly US, LLP as its new independent registered public accounting firm, succeeding Moss Adams LLP due to a merger.

Summary

• Rumble Inc. filed a definitive additional proxy soliciting material (DEFA14A) to supplement its proxy statement for the 2025 Annual Meeting of Stockholders.
• The primary purpose of this supplement is to provide updated information regarding the company's independent registered public accounting firm.
• Moss Adams LLP, Rumble's previous independent registered public accounting firm, merged with Baker Tilly US, LLP, effective June 3, 2025.
• Following the merger, Moss Adams resigned, and Rumble's Audit Committee approved the appointment of Baker Tilly as the successor independent registered public accounting firm.
• Moss Adams' audit reports on Rumble's consolidated financial statements for the years ended December 31, 2024, and 2023, did not contain any adverse opinions, disclaimers of opinion, or qualifications.
• There were no disagreements with Moss Adams on accounting principles or practices, financial statement disclosure, or auditing scope/procedure during the specified periods.
• Neither Rumble nor anyone on its behalf consulted with Baker Tilly regarding accounting principles or audit opinions prior to their appointment.
• Shareholder votes 'For' Proposal 2 (originally to ratify Moss Adams) will now be considered a vote 'For' the ratification of Baker Tilly, and votes 'Against' will be 'Against' Baker Tilly.

Sentiment

Score: 7

Explanation: The document reports a routine, non-contentious change in the company's independent auditor due to a merger. There are no negative implications for the company's financial reporting or operations, and the previous audit reports were unqualified. This is a neutral to slightly positive procedural update, as it confirms continuity of audit services without issues.

Positives

• The change in auditor is a result of a merger between accounting firms, not due to any disagreements or issues with Rumble's financial reporting or audit scope.
• Moss Adams' audit reports for the fiscal years ended December 31, 2024, and 2023, were unqualified, indicating no significant accounting or auditing concerns.
• There were no reported disagreements on accounting principles or practices, financial statement disclosure, or auditing scope/procedure with Moss Adams.
• No prior consultations with Baker Tilly on accounting principles or audit opinions were conducted, suggesting a smooth and clean transition process.

Future Outlook

This document does not provide any forward-looking statements or guidance related to Rumble Inc.'s financial performance or operational outlook, focusing solely on the change in the independent registered public accounting firm.

Industry Context

The change in Rumble Inc.'s independent registered public accounting firm is a procedural event driven by a merger between two major accounting firms, Moss Adams LLP and Baker Tilly US, LLP. This reflects a common occurrence within the auditing industry where firms consolidate, leading to client transitions. It does not indicate any specific trends or issues related to Rumble's core business or the broader digital media industry.

Corporate Governance

Stakeholder Impact

• Shareholders: Will be required to vote on the ratification of the new auditor at the upcoming Annual Meeting; existing proxy votes will be applied to the new auditor.

Next Steps

• Shareholders are expected to vote on the ratification of Baker Tilly US, LLP as the independent registered public accounting firm at the Annual Meeting on June 12, 2025.

Key Dates

Keywords

Rumble Inc., SEC Filing, DEFA14A, Proxy Statement, Auditor Change, Independent Registered Public Accounting Firm, Moss Adams LLP, Baker Tilly US, LLP, Corporate Governance, Annual Meeting, Audit Committee