Item 4.01. Changes in Registrant's Certifying Accountant
As previously announced in the Original Form 8-K, the Audit Committee of the
Board of Directors of the Company approved the engagement of EY as the Company's
independent registered public accounting firm for the Company's fiscal year
ending November 28, 2020. KPMG continued as the Company's independent registered
public accounting firm for the year ended November 30, 2019. On January 24,
2020, when the Company filed the 2019 Annual Report with the SEC, KPMG completed
its audit of the Company's consolidated financial statements for such fiscal
year, and the Company's retention of KPMG as its independent registered public
accounting firm with respect to the audit of the Company's consolidated
financial statements ended as of that date.
KPMG's reports on the Company's consolidated financial statements as of and for
the fiscal years ended December 1, 2018 and November 30, 2019 did not contain
any adverse opinion or disclaimer of opinion. KPMG's report on the Company's
consolidated financial statements as of and for the fiscal year ended December
1, 2018 contained a paragraph indicating the Company elected to change its
method of accounting for inventory in 2018.
During the fiscal years ended December 1, 2018 and November 30, 2019, and the
subsequent interim period through January 24, 2020, the effective date of KPMG's
dismissal, there were: (i) no disagreements within the meaning of Item
304(a)(1)(iv) of Regulation S-K and the related instructions between the Company
and KPMG on any matters of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure which, if not resolved to
KPMG's satisfaction, would have caused KPMG to make reference thereto in their
reports; and (ii) no "reportable events" within the meaning of Item 304(a)(1)(v)
of Regulation S-K.
The Company has requested that KPMG furnish a letter addressed to the SEC
stating whether or not it agrees with the above statements. A copy of KPMG's
letter, dated January 27, 2020, is filed as Exhibit 16.1 to this Form 8-K/A.
During the fiscal years ended December 1, 2018 and November 30, 2019, and the
subsequent interim period through January 24, 2020, neither the Company nor
anyone on its behalf has consulted with EY regarding: (i) the application of
accounting principles to a specific transaction, either completed or proposed,
or the type of audit opinion that might be rendered on the Company's financial
statements, and neither a written report nor oral advice was provided to the
Company that EY concluded was an important factor considered by the Company in
reaching a decision as to any accounting, auditing, or financial reporting
issue; (ii) any matter that was the subject of a disagreement within the meaning
of Item 304(a)(1)(iv) of Regulation S-K and the related instructions; or (iii)
any reportable event within the meaning of Item 304(a)(1)(v) of Regulation S-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
16.1 Letter from KPMG LLP
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in
Exhibit 101)
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