Business Context and Reporting Period
This Form 8-K Current Report was filed by OraSure Technologies, Inc. (OSUR) on November 29, 2023. The filing addresses a change in the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024.
Key Financial Metrics
This filing does not contain revenue, profit, cash flow, margin, debt, or liquidity metrics. It is a disclosure regarding auditor changes and internal control matters rather than a financial performance report.
Material Changes and Auditor Transition
- Dismissal of KPMG: The Audit Committee notified KPMG LLP that it will be dismissed as the independent auditor upon completion of the audit for the fiscal year ended December 31, 2023.
- Appointment of Grant Thornton: Grant Thornton LLP has been appointed as the new independent registered public accounting firm, effective immediately upon KPMG's dismissal.
- Audit History: KPMG's audit reports for fiscal years 2022 and 2021 contained no adverse opinions, disclaimers, or qualifications regarding financial statements or internal controls.
- Disagreements: There were no disagreements between the Company and KPMG on accounting principles, practices, or auditing scope during the relevant periods.
Material Weakness and Reportable Events
The filing discloses one "reportable event" identified in the third quarter of fiscal 2023:
- Material Weakness: Management identified a material weakness in internal control over financial reporting related to customer pricing in the revenue recognition process.
- Impact: The Company states that the financial statements for the nine months ended September 30, 2023, were not impacted by this weakness and are not misstated.
- Consultation with New Auditor: The Company confirms it has not consulted with Grant Thornton LLP regarding accounting principles, audit opinions, or matters involving disagreements or reportable events prior to this appointment.
Investor Verification Checklist
- Verify the status of remediation efforts for the material weakness in customer pricing revenue recognition disclosed in the Q3 2023 Form 10-Q.
- Review the letter from KPMG LLP (Exhibit 16.1) to confirm their agreement with the Company's statements regarding the dismissal and lack of disagreements.
- Monitor future filings for the transition timeline and any potential delays in the issuance of the 2023 audit report by Grant Thornton LLP.
- Confirm that the material weakness has not resulted in restatements of prior period financials in subsequent filings.