Business Context and Reporting Period
This Form 8-K is a current report filed by AngioDynamics, Inc. on October 4, 2016. The filing primarily addresses a change in the company's independent registered public accounting firm and provides historical context regarding previously identified material weaknesses in internal controls over financial reporting.
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 and audit matters.
Material Changes
- Change in Auditor: The Audit Committee dismissed PricewaterhouseCoopers LLP (serving since 2006) effective October 4, 2016. The dismissal became effective upon the filing of the Form 10-Q for the period ended August 31, 2016.
- New Auditor Appointment: On October 6, 2016, the Audit Committee approved the engagement of Deloitte & Touche LLP as the independent registered public accounting firm for fiscal 2017.
- No Disagreements: The company reported no disagreements with PricewaterhouseCoopers LLP regarding accounting principles, financial statement disclosures, or auditing scope during the two fiscal years ended May 31, 2016, and the interim period through October 4, 2016.
- Remediation of Internal Controls: The company previously disclosed material weaknesses in internal controls (related to account reconciliations and personnel expertise) during fiscal year 2014. Management concluded these weaknesses were remediated and no longer existed as of May 31, 2015.
Guidance, Outlook, and Risks
Management Commentary: The company initiated a request for proposal (RFP) to appoint a new auditor for fiscal 2017, as previously disclosed in the proxy statement for the 2016 Annual Meeting. Going forward, the appointment of the independent auditor will be presented to shareholders for ratification at each Annual Meeting.
Risks and Contingencies: The filing notes that during fiscal year 2014, the company had reportable events related to material weaknesses in internal controls over financial reporting, specifically concerning the preparation and review of account reconciliations for prepaid expenses, fixed assets, and accumulated depreciation. These issues have been addressed.
Investor Verification Checklist
- Verify the effective date of the auditor transition from PricewaterhouseCoopers LLP to Deloitte & Touche LLP.
- Confirm that no disagreements existed between the company and the former auditor regarding accounting practices or audit scope.
- Review the company's most recent Form 10-K or 10-Q to confirm the status of internal control remediation post-May 31, 2015.
- Check the upcoming 2016 Annual Meeting proxy materials for the shareholder ratification of the new auditor.