Business Context and Reporting Period
This Form 8-K Current Report was filed by Alphatec Holdings, Inc. on April 27, 2021. The filing addresses a change in the Company's independent registered public accounting firm for the fiscal year ending December 31, 2021.
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 audit firm.
Material Changes
- Dismissal of Former Auditor: The Audit Committee dismissed Mayer Hoffman McCann P.C. (MHM) as the independent registered public accounting firm, effective immediately following the filing of the Q1 2021 Form 10-Q. MHM had served the Company since 2017.
- Appointment of New Auditor: The Audit Committee appointed Deloitte & Touche LLP (Deloitte) as the new independent registered public accounting firm for fiscal year 2021 and related interim periods, effective immediately following the Q1 2021 Form 10-Q filing.
- Audit History: MHM's reports for the years ended December 31, 2020, and 2019 did not contain adverse opinions, disclaimers, or qualifications regarding accounting principles or scope. However, MHM previously issued an adverse opinion on the Company's internal control over financial reporting as of December 31, 2019.
- Disagreements: The Company reported no disagreements with MHM on accounting principles, practices, or auditing scope during the two most recent years or through April 27, 2021.
Guidance, Outlook, and Risks
The filing contains no financial guidance, outlook, or management commentary regarding future business performance. The primary risk disclosed relates to the historical adverse opinion on internal controls issued by the former auditor for the 2019 fiscal year, which was noted as a "reportable event."
Investor Verification Checklist
- Verify the status of the engagement letter between Alphatec and Deloitte & Touche LLP.
- Review the attached letter from Mayer Hoffman McCann P.C. (Exhibit 16.1) to confirm their agreement with the Company's statements regarding the dismissal.
- Examine the upcoming Form 10-Q for the quarter ended March 31, 2021, to see if the new auditor has issued any preliminary findings.
- Assess the Company's progress in remediating the internal control deficiencies that led to the 2019 adverse opinion.