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Item 4.01.
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Changes in Registrant's Certifying Accountant
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(a) Dismissal of Independent Registered Public Accounting Firm
The Audit Committee (the “Audit Committee”) of the Board of Directors of Harmonic Inc. (the “Company”) recently conducted a selection process to determine the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021. As a result of this process, on March 4, 2021, the Audit Committee dismissed Armanino LLP ("Armanino") as the Company’s independent registered public accounting firm.
The audit reports of Armanino on the Company’s consolidated financial statements as of and for the years ended December 31, 2020 and 2019 did not contain an adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles.
During the fiscal years ended December 31, 2020 and 2019, and the subsequent interim period through March 4, 2021, (i) there were no disagreements with Armanino on any matters of accounting principles or practices, financial statement disclosures or auditing scope and procedures, which disagreements, if not resolved to the satisfaction of Armanino, would have caused Armanino to make reference thereto in its reports on the financial statements for such years, and (ii) there were no “reportable events” (as that term is defined in Item 304(a)(1)(v) of Regulation S-K promulgated under the Securities Exchange Act of 1934, as amended (“Regulation S-K”)).
(b) Appointment of New Independent Registered Public Accounting Firm
On March 4, 2021, the Audit Committee appointed Ernst & Young LLP (“EY”) as the Company’s new independent registered public accounting firm.
During the fiscal years ended December 31, 2020 and December 31, 2019 and the subsequent interim period through March 4, 2021, the Company did not consult with EY regarding the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements, or any matter that was either the subject of a “disagreement” with its former accountants or a “reportable event” as those terms are defined in Item 304 of Regulation S-K.
The Company provided Armanino with a copy of the foregoing disclosures and requested that Armanino furnish the Company with a letter addressed to the Securities and Exchange Commission (“SEC”) stating whether or not Armanino agrees with the above disclosures and, if not, stating the respects in which it does not agree. A copy of the letter, dated March 5, 2021, furnished pursuant to that request is filed as Exhibit 16.1 to this Current Report on Form 8-K.
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Item 9.01.
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Financial Statements and Exhibits.
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(d) Exhibits.
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Exhibit
Number
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Description
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16.1
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document)
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