UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 4.01 Changes in Registrant’s Certifying Accountant
(a) Dismissal of Previous Independent Registered Public Accounting Firm.
On July 1, 2024, TILT Holdings Inc. (the “Registrant”) decided to change its independent registered public accountants, and accordingly dismissed Macias Gini & O'Connell LLP (“MGO”). MGO’s reports on the Registrants’ financial statements during the past year did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles.
The decision to change independent registered public accountants was proposed by management to the Audit Committee and the Audit Committee subsequently recommended to the Board of Directors. By direction of the Board of Directors, the Audit Committee analyzed and approved the change.
On July 1, 2024, the audit committee approved the engagement of Haynie & Company (“Haynie”) as the Registrant’s independent registered public accounting firm for the year ending December 31, 2024 subject to Haynie’s completion of its client acceptance process.
During the fiscal years ended December 31, 2023 and 2022, and during the interim period through July 1, 2024, there were (i) no disagreements within the meaning of Item 304(a)(1)(iv) of Regulation S-K between the Registrant and MGO on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, any of which, if not resolved to MGO’s satisfaction, would have caused MGO to make reference thereto in their reports, and (ii) no “reportable events” within the meaning of Item 304(a)(1)(v) of Regulation S-K.
The Registrant provided MGO with a copy of the disclosures it is making in this Current Report on Form 8-K and requested that MGO furnish the Registrant with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements made herein and, if not, stating the respects in which it does not agree. A copy of such letter provided by MGO, dated July 8, 2024, is filed as Exhibit 16.1 to this Current Report on Form 8-K.
(b) Appointment of New Independent Registered Public Accounting Firm.
On July 1, 2024, the Audit Committee approved and the Board ratified the engagement of Haynie as the Registrant’s independent registered public accounting firm for the fiscal year ending December 31, 2024. During the Registrant’s two most recent fiscal years ended December 31, 2023 and 2022, and during the interim period through March 31, 2024, neither the Registrant nor anyone acting on its behalf consulted with Haynie regarding any of the matters described in Items 304(a)(2)(i) and (ii) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits.
(d) | Exhibits |
Exhibit No. | Description | |
16.1 | ||
104 | Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document. |