Business Context and Reporting Period
This Form 8-K is a current report filed by Limoneira Company on March 12, 2019. The filing addresses a 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 focuses exclusively on corporate governance regarding the external auditor.
Material Changes
- Dismissal of Prior Auditor: On March 12, 2019, the Board of Directors chose not to reappoint Ernst & Young LLP (E&Y). E&Y was notified on March 13, 2019, and dismissed effective immediately.
- Appointment of New Auditor: On March 12, 2019, the Board approved the engagement of Deloitte & Touche LLP (Deloitte) as the new independent registered public accounting firm, effective immediately.
- Audit Scope: Deloitte will perform audit services for the fiscal year ending October 31, 2019, including the quarterly period ending April 30, 2019.
Management Commentary and Risks
Audit Report Status: The E&Y audit reports for the fiscal years ended October 31, 2018, and 2017 did not contain an adverse opinion, disclaimer of opinion, or qualification regarding uncertainty, audit scope, or accounting principles.
Disagreements and Reportable Events: The Company reported no disagreements with E&Y on accounting principles, practices, or auditing scope during the fiscal years ended October 31, 2018 and 2017, or through March 13, 2019. No "reportable events" occurred during this period.
Consultation with New Auditor: The Company confirmed that neither it nor anyone on its behalf consulted with Deloitte regarding accounting principles, audit opinions, or matters involving disagreements or reportable events prior to the engagement.
Investor Verification Checklist
- Verify the content of the letter from E&Y (Exhibit 16.1) to confirm their agreement with the Company's disclosures regarding the dismissal.
- Monitor future filings to ensure the transition to Deloitte proceeds without delay for the fiscal year ending October 31, 2019.
- Review upcoming quarterly and annual reports to assess if the change in auditors impacts the timing or nature of financial disclosures.