Filing Overview
Registrant: Madison Square Garden Entertainment Corp. (now identified in the request metadata as Sphere Entertainment Co.)
Form 8-K date: November 18, 2020 earliest reported event; filed and signed November 24, 2020. The filing concerns a change in the independent registered public accounting firm for the fiscal year ending June 30, 2021.
Material Event
- On November 18, 2020, the Audit Committee selected Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal 2021.
- KPMG LLP, the predecessor auditor, was dismissed effective November 18, 2020.
- The change followed the Audit Committee’s periodic review and request-for-proposals process.
Financial Metrics and Reporting
This 8-K does not report current-period revenue, profit, cash flow, margins, debt, liquidity, guidance, or other operating metrics.
KPMG’s referenced audit report on the Company’s fiscal 2020 consolidated and combined financial statements contained an unqualified opinion. The report included explanatory language regarding the adoption of ASC Topic 842, Leases, effective July 1, 2019, and ASC Topic 606, Revenue from Contracts with Customers, effective July 1, 2018.
Audit Matters, Outlook, and Risks
- The Company stated that there were no disagreements with KPMG regarding accounting principles or practices, financial statement disclosure, or audit scope or procedures during fiscal 2019, fiscal 2020, or the subsequent interim periods through November 18, 2020.
- The Company also stated that there were no reportable events under Item 304(a)(1)(v) of Regulation S-K during those periods.
- The Company reported that neither it nor anyone acting on its behalf consulted Deloitte about accounting or reporting matters described in Item 304(a)(2) before Deloitte’s selection.
- KPMG’s response letter dated November 24, 2020 was filed as Exhibit 16.1.
Investor Verification Items
- Verify the transition from KPMG to Deloitte and the effective date of the appointment.
- Review KPMG’s Exhibit 16.1 letter for any qualification or disagreement with the Company’s disclosures.
- Confirm the effects and continuing presentation implications of the ASC 842 and ASC 606 accounting changes.
- Use subsequent filings to assess Deloitte’s audit conclusions and any later auditor changes or reportable events.