Business Context and Reporting Period
Nvni Group Limited filed a Form 6-K for April 2024. On April 25, 2024, its board appointed Grant Thornton Auditores Independentes Ltda. as independent registered public accounting firm for the fiscal year ending December 31, 2023, and dismissed Deloitte Touche Tohmatsu Auditores Independentes Ltda.
Financial Metrics and Liquidity
The filing does not provide revenue, profit, cash flow, margins, debt, liquidity, or other operating and financial metrics.
Material Changes Versus the Prior Comparable Period
- Deloitte previously audited Nuvini S.A., now a wholly owned subsidiary, for the fiscal years ended December 31, 2022 and 2021.
- The company changed its independent registered public accounting firm from Deloitte to Grant Thornton for the fiscal year ending December 31, 2023.
Guidance, Risks, Contingencies, and Unusual Items
- Deloitte’s prior audit reports contained no adverse opinion or disclaimer and were not qualified or modified for accounting principles, audit scope, or uncertainty, except for an explanatory paragraph regarding substantial doubt about Nuvini S.A.’s ability to continue as a going concern.
- Deloitte advised Nuvini S.A.’s management and board of material weaknesses in internal control over financial reporting during its audits for 2022 and 2021. These weaknesses were previously described in the company’s Form F-4 registration statement.
- The company stated that there were no disagreements with Deloitte regarding accounting principles, financial statement disclosure, or audit scope or procedures, and no other reportable events requiring disclosure, during the specified periods.
- The company has not yet authorized Deloitte to respond to Grant Thornton’s inquiries concerning the identified material weaknesses.
- The company stated that neither it nor Nuvini S.A. consulted Grant Thornton before its engagement regarding accounting matters, potential audit opinions, disagreements, or reportable events.
Key Facts for Investors to Verify
- Grant Thornton’s completion and opinion on the fiscal year ended December 31, 2023.
- Whether the previously reported material weaknesses in internal control have been remediated.
- The status of the going-concern uncertainty referenced in Deloitte’s prior audit report.
- Any additional auditor communications or disclosures regarding the transition from Deloitte to Grant Thornton.