Business Context and Reporting Period
Company: Core Scientific, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: March 12, 2025
Reporting Period: Immediate event reporting regarding a change in independent registered public accounting firm.
Key Financial Metrics
This filing does not contain revenue, profit, cash flow, margin, debt, or liquidity metrics. The document is a procedural report regarding auditor changes and does not include financial statement data.
Material Changes Versus Prior Period
- Change in Auditor: The Audit Committee approved the appointment of KPMG LLP as the independent registered public accounting firm for the year ending December 31, 2025, effective immediately.
- Dismissal of Prior Auditor: Marcum LLP was dismissed as the Company's independent registered public accounting firm on March 12, 2025.
- Audit Opinions: Marcum's audit reports for the years ended December 31, 2024, and December 31, 2023, did not contain adverse opinions, disclaimers, or qualifications regarding uncertainty, scope, or accounting principles.
- Disagreements: There were no disagreements with Marcum on accounting principles, practices, or auditing scope during the 2023 and 2024 fiscal years.
Guidance, Outlook, Risks, and Contingencies
Reportable Events and Internal Controls: While no disagreements occurred, the filing discloses "reportable events" related to material weaknesses in internal control over financial reporting previously described in the 2023 Form 10-K. These weaknesses include:
- Inadequate design and implementation of change management controls.
- Inadequate design and implementation of user access controls.
- Ineffective internal controls over financial reporting.
Consultation with New Auditor: The Company did not consult with KPMG regarding accounting principles, audit opinions, disagreements, or reportable events during the 2023 and 2024 fiscal years prior to this appointment.
Important Facts for Investor Verification
- Verify the content of the letter from Marcum LLP (Exhibit 16.1) to confirm their agreement with the Company's statements regarding the dismissal.
- Review the Company's most recent Form 10-K to assess the status of the disclosed material weaknesses in internal controls over financial reporting.
- Monitor future filings for the transition of audit responsibilities from Marcum to KPMG and any impact on the audit timeline for the 2025 fiscal year.