Item 4.02. Non-Reliance on Previously Issued Financial Statements or a Related
Audit Report or Completed Interim Review.
On January 28, 2022, the management and the Audit Committee (the "Audit
Committee") of DTRT Health Acquisition Corp. (the "Company") concluded that due
to a reclassification of the Company's temporary and permanent equity, the
Company's previously issued audited balance sheet as of September 7, 2021 filed
with the Company's Form 8-K filed on September 14, 2021 should no longer be
relied upon. The Company previously presented a portion of its Class A common
stock as permanent equity. After discussion and evaluation, the Company has
concluded that all of its Class A common stock should be classified as temporary
equity to align with Accounting Standards Codification 480-10-S99.
In light of this finding, it was determined that it is appropriate to amend and
restate the Company's previously issued audited balance sheet as of September 7,
2021 ("Non-Reliance Financial Statements") to reclassify all of the Company's
Class A common stock as temporary equity. The reclassification of amounts from
permanent equity to temporary equity results only in non-cash financial
statement corrections and will have no impact on the Company's current or
previously reported cash position, operating expenses or total operating,
investing or financing cash flows. The "Cash held in trust account" is correctly
stated at $234,600,000 in the previously filed audited balance sheet of
September 7, 2021.
The Company will file an amendment to the Form 8-K filed on September 14, 2021
with respect to the audited balance sheet as of September 7, 2021 reflecting the
reclassification as soon as practicable.
The Company's management and the Audit Committee have discussed the matters
disclosed in this Current Report on Form 8-K pursuant to this Item 4.02 with
WithumSmith+Brown, PC, the Company's independent registered public accounting
firm.
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DTRT HEALTH ACQUISITION CORP. 
