INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
On March 9, 2023, as previously disclosed in our Current Report on Form 8-K filed with the SEC on March 15,
2023, as amended by the Current Report on Form 8-K/A filed with the SEC on May 19, 2023, the Company was advised by Daszkal Bolton, LLP (Daszkal), our previous independent registered public
accounting firm, that Daszkal completed a business combination with CohnReznick in March 2023 and that Daszkal would resign as our independent registered public accounting firm upon the filing of the Companys quarterly report on Form 10-Q for the quarter ended February 4, 2023. Daszkal had audited our financial statements since 2018.
During the
Companys two most recent fiscal years ended November 5, 2022 and November 6, 2021, and the subsequent interim periods, there were no (i) 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, if not resolved to Daszkals satisfaction, would have caused Daszkal to make reference thereto in its reports on the financial statements for such years, or (ii) reportable events within
the meaning of Item 304(a)(1)(v) of Regulation S-K.
The Company received a letter from
Daszkal addressed to the SEC stating that it concurred with the statements made by the Company with respect to Daszkal in its Current Report on Form 8-K filed with the SEC March 15, 2023, as
amended by the Current Report on Form 8-K/A filed with the SEC on May 19, 2023.
On May 16, 2023, upon
the approval of the Audit Committee, the Company engaged CohnReznick as our independent registered public accounting firm for the fiscal year ending November 4, 2023 and the interim periods starting with the quarter ended May 6, 2023. On
February 15, 2024, as previously disclosed in our Current Report on Form 8-K filed with the SEC on February 16, 2024, the Company was advised by CohnReznick that it was resigning, effective
immediately.
Since the date of CohnReznicks appointment in May 2023, there were no (i) disagreements (as described in Item 304(a)(1)(iv) of
Regulation S-K and the related instructions) between the Company and CohnReznick on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if
not resolved to CohnReznicks satisfaction, would have caused CohnReznick to make reference thereto in its reports on the financial statements for such years, except that the Company and CohnReznick disagreed as to the scope and nature of audit
evidence required to substantiate the capitalization of material, labor and overhead costs in the Companys finished goods inventory, or (ii) reportable events within the meaning of Item 304(a)(1)(v) of Regulation S-K.
On February 15, 2024, upon the approval of the Audit Committee, the Company engaged Hancock Askew &
Co., LLP (Hancock) as our independent registered public accounting firm effective immediately, and has further directed that management submit the selection of its independent registered accounting firm for ratification by the
shareholders. During the Companys two most recent fiscal years ended November 5, 2022 and November 6, 2021, and the subsequent interim period through the date of engagement of Hancock: (i) the Company did not consult with
Hancock 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 Companys financial statements; (ii) Hancock did not provide a
written report or oral advice on any accounting, auditing or financial reporting issue that Hancock 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 Hancock 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.
Representatives of Hancock
will be present at the annual meeting and will have an opportunity to make a statement if they so desire and will be available to respond to appropriate questions from shareholders.
The following table provides information relating to the fees billed by Daszkal and CohnReznick for services performed during the fiscal year ended
November 4, 2023 and by Daszkal for services performed during the fiscal year ended November 5, 2022.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Audit
Fees(1) |
|
|
Tax
Fees |
|
|
All
Other Fees |
|
|
Total
Fees |
|
Fiscal Year 2023 |
|
$ |
70,150 |
(2) |
|
$ |
0 |
|
|
$ |
0 |
|
|
$ |
70,150 |
|
Fiscal Year 2022 |
|
$ |
84,800 |
|
|
$ |
0 |
|
|
$ |
0 |
|
|
$ |
84,800 |
|
(1) |
Audit fees include all fees for services in connection with the annual audit of our financial statements and
review of our quarterly financial statements. |
(2) |
Includes $25,150 and 45,000 of fees from Daszkal and CohnReznick, respectively. |
All decisions regarding selection of independent accounting firms and approval of accounting services and fees are made by our audit committee in accordance
with the provisions of the Sarbanes-Oxley Act of 2002. There are no exceptions to the policy of securing pre-approval of our audit committee for any service provided by our independent accounting firm.
9