Business Context and Reporting Period
This Form 8-K filing by Applied Digital Corp. (APLD) is dated June 18, 2025. The report addresses a change in the company's independent registered public accounting firm. The company is incorporated in Nevada and its common stock trades on the Nasdaq Global Select Market.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on the administrative change of the external auditor.
Material Changes
- Accountant Change: Marcum LLP resigned as the independent registered public accounting firm effective June 18, 2025.
- Successor Firm: CBIZ CPAs P.C. was engaged as the new independent registered public accounting firm for the fiscal year ended May 31, 2025.
- Reason for Change: The transition resulted from CBIZ CPAs acquiring the attest business of Marcum LLP on November 1, 2024.
Outlook, Risks, and Contingencies
Audit History: The audit reports issued by Marcum for the fiscal years ended May 31, 2024, and 2023, were unqualified and did not contain adverse opinions, disclaimers, or modifications regarding uncertainty, scope, or accounting principles.
Disagreements: There were no disagreements between the company and Marcum regarding accounting principles, practices, or auditing procedures during the relevant periods.
Reportable Events: The filing notes one reportable event: a material weakness in the company's internal control over financial reporting related to financial reporting, which was previously disclosed in the Annual Report for the fiscal year ended May 31, 2024.
Consultations: The company did not consult with CBIZ CPAs regarding accounting principles or audit opinions prior to their engagement.
Investor Verification Checklist
- Verify the details of the material weakness in internal controls disclosed in the fiscal year 2024 Annual Report.
- Confirm the effective date of the transition from Marcum LLP to CBIZ CPAs P.C.
- Review the letter from Marcum LLP (Exhibit 16.1) to ensure they concur with the company's statements regarding the resignation.
- Monitor future filings for the first audit report issued by CBIZ CPAs for the fiscal year ending May 31, 2025.