Business Context and Reporting Period
Company: Ultra Clean Holdings, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: March 30, 2015
Principal Event: Change in the Company's independent registered public accounting firm.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document is strictly a disclosure regarding the change of auditors.
Material Changes
- Dismissal of Auditor: On March 30, 2015, the Company dismissed Deloitte & Touche LLP as its independent registered public accounting firm.
- Engagement of New Auditor: The Audit Committee approved the engagement of Moss Adams LLP as the new independent registered public accounting firm for fiscal year 2015, effective April 1, 2015.
- Historical Audit Status: Deloitte's reports for the fiscal years ended December 26, 2014, and December 27, 2013, were unqualified and did not contain adverse opinions, disclaimers, or modifications regarding uncertainty, scope, or accounting principles.
- Disagreements: There were no disagreements with Deloitte on accounting principles, practices, or audit scope during the two most recent fiscal years or the subsequent interim period.
Guidance, Outlook, and Risks
- Stockholder Ratification: The selection of Moss Adams LLP will be submitted to stockholders for ratification at the 2015 annual meeting.
- Consultations with New Auditor: The Company confirmed that neither it nor anyone on its behalf consulted Moss Adams regarding accounting principles, audit opinions, or reportable events during the two most recent fiscal years or the interim period preceding the engagement.
- Regulatory Compliance: Deloitte was provided a copy of this report prior to filing and submitted a letter to the SEC (Exhibit 16.1) stating whether they agreed with the Company's statements regarding the dismissal.
Investor Verification Checklist
- Verify the content of the letter from Deloitte & Touche LLP (Exhibit 16.1) to confirm their agreement with the Company's statements regarding the dismissal.
- Monitor the outcome of the stockholder vote at the 2015 annual meeting regarding the ratification of Moss Adams LLP.
- Review the upcoming 10-K for fiscal year 2015 to assess the impact of the auditor change on financial reporting and audit findings.