Business Context and Reporting Period
This Form 8-K filing by PBF Energy Inc. and PBF Holding Company LLC, dated February 12, 2024, reports a change in the registrants' independent registered public accounting firms. The filing covers the dismissal of the previous auditor and the appointment of a new firm effective for the fiscal year ending December 31, 2024.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on corporate governance regarding the external audit function.
Material Changes
- Dismissal of Auditor: Deloitte & Touche LLP was dismissed as the independent registered public accounting firm for both PBF Energy Inc. and PBF Holding Company LLC upon completion of the 2023 audit on February 15, 2024.
- Appointment of New Auditor: KPMG LLP was appointed as the new independent registered public accounting firm for the fiscal year ending December 31, 2024, and related interim periods.
- Audit History: The filing states there were no disagreements or reportable events with Deloitte regarding accounting principles, financial statement disclosure, or auditing scope for the years ended December 31, 2023 and 2022 (PBF) and the nine months ended September 30, 2023, and years ended December 31, 2022 and 2021 (Holding).
- Opinion Status: Deloitte's reports for the relevant periods contained no adverse opinions, disclaimers, or qualifications.
Guidance, Outlook, and Risks
The filing does not provide financial guidance, outlook, or management commentary on business operations. It confirms that the company did not consult KPMG regarding accounting principles or audit opinions prior to its appointment. The primary risk disclosed is the transition of the external audit firm, though the filing explicitly notes the absence of any disputes with the outgoing firm.
Investor Verification Checklist
- Verify the effective date of KPMG's engagement for the 2024 fiscal year.
- Confirm the absence of any undisclosed disagreements with Deloitte by reviewing the attached letter from Deloitte (Exhibit 16.1).
- Monitor future filings for the first audit report issued by KPMG to ensure continuity in financial reporting standards.
- Check subsequent 10-K or 10-Q filings for any impact on audit fees or internal audit processes resulting from the firm change.