Southland Holdings, Inc. current report, 21 March 2023

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Business Context and Reporting Period

Southland Holdings, Inc. filed a Form 8-K dated March 21, 2023, reporting a change in its independent registered public accounting firm. The company is headquartered in Grapevine, Texas, and its common stock and redeemable warrants trade on NYSE American under SLND and SLNDW, respectively.

Key Financial Metrics

This filing does not provide revenue, profit, cash flow, margins, debt, liquidity, or other operating or financial metrics.

Material Change Versus Prior Period

  • Effective March 21, 2023, the Audit Committee dismissed or chose not to renew WithumSmith+Brown, PC as the company’s independent registered public accounting firm.
  • Grant Thornton LLP was appointed as the new independent registered public accounting firm on the same date.
  • Withum’s audit reports for the fiscal year ended December 31, 2022, and the period from July 14, 2021, through December 31, 2021, contained no adverse opinion, disclaimer, or qualification relating to uncertainty, audit scope, or accounting principles.
  • The company reported no disagreements with Withum regarding accounting principles or practices, financial statement disclosure, or audit scope or procedures, and no reportable events, during the period from inception through March 21, 2023.
  • The company stated that neither it nor anyone acting on its behalf consulted with Grant Thornton regarding specified accounting or auditing matters before the appointment.

Guidance, Outlook, Risks, and Unusual Items

The filing provides no financial guidance or operating outlook. The auditor transition is the principal unusual item. Withum’s response letter to the SEC is filed as Exhibit 16.1.

Investor Verification Items

  • Review Exhibit 16.1 to confirm Withum’s agreement with the company’s disclosures.
  • Monitor subsequent filings for the impact of Grant Thornton’s initial audit, including any identified accounting or internal-control matters.
  • Verify future financial results and liquidity disclosures in the company’s periodic reports, as this filing contains no such information.