Business Context and Reporting Period
This Form 8-K Current Report was filed by The RMR Group Inc. on June 12, 2020. The registrant is incorporated in Maryland and trades on the Nasdaq Capital Market under the symbol RMR. The company is classified as an emerging growth company.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The report is strictly administrative regarding the company's independent registered public accounting firm.
Material Changes
The primary material change disclosed is the replacement of the company's independent auditor:
- Engagement: The Audit Committee approved the engagement of Deloitte & Touche LLP as the new independent registered public accounting firm, effective immediately on June 12, 2020.
- Dismissal: Ernst & Young LLP was dismissed as the independent registered public accounting firm, effective immediately on June 12, 2020.
- Historical Context: Ernst & Young audited the financial statements for the fiscal years ended September 30, 2018, and September 30, 2019. Their reports did not contain adverse opinions, disclaimers, or qualifications.
Guidance, Outlook, and Risks
The filing contains no forward-looking guidance, management commentary on business outlook, or specific risk factors related to operations. Regarding the auditor change:
- Disagreements: The company reported no "disagreements" with Ernst & Young on accounting principles, practices, or auditing scope during the fiscal years ended September 30, 2018 and 2019, or the interim period through June 12, 2020.
- Reportable Events: There were no "reportable events" as defined by Regulation S-K during the same periods.
- Consultations: The company did not consult with Deloitte regarding accounting principles or audit opinions prior to the engagement.
Investor Verification Checklist
- Verify the effective date of the auditor transition (June 12, 2020) and confirm Deloitte's role for the current fiscal year.
- Review the letter from Ernst & Young LLP (Exhibit 16.1) to confirm their agreement with the company's disclosures regarding the dismissal.
- Monitor future filings (e.g., 10-Q or 10-K) for the first financial statements audited by Deloitte to assess any potential changes in accounting treatment or disclosure style.
- Confirm that no undisclosed disagreements or reportable events exist by cross-referencing the company's response with the auditor's letter.