InterCloud Systems, Inc. (OTCMKTS:ICLD) Files An 8-K Changes in Registrant’s Certifying AccountantItem 4.01. Changes in Registrant’s Certifying Accountant.
a) On July 5, 2017, InterCloud Systems, Inc., a Delaware corporation (the “Company”), dismissed WithumSmith+Brown, PC (“Withum”) as the Company’s principal independent accountants, effective as of such date. The Company’s dismissal of Withum was approved by the audit committee of the Board of Directors of the Company.
During the Company’s fiscal years ended December 31, 2015 and 2016 and the subsequent interim period through July 5, 2017, there were no disagreements with Withum on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Withum, would have caused it to make reference to the subject matter of the disagreements in connection with its report. None of the reportable events set forth in Item 304(a)(1)(v) of Regulation S-K occurred during the period in which Withum served as the Company’s principal independent accountants. Withum’s audit reports on the Company’s consolidated financial statements as of and for the fiscal years ended December 31, 2015 and 2016 did not contain an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles except to indicate that there was substantial doubt about the Company’s ability to continue as a going concern.
In accordance with Item 304(a)(3), the Company provided Withum with a copy of this disclosure and requested that Withum furnish it with a letter addressed to the U.S. Securities and Exchange Commission stating whether it agrees with the above statements, and if not, stating the respects in which it does not agree. A copy of Withum’s letter dated July 7, 2017, is filed as Exhibit 16.1 hereto.
b) On July 5, 2017, Sadler, Gibb & Associates, LLC (“Sadler”) was engaged as the Company’s new principal independent accountants to audit the Company’s financial statements for the fiscal year ended December 31, 2017. The Company’s engagement of Sadler was approved by the Board of Directors of the Company.
During the Company’s fiscal years ended December 31, 2016 and 2015 and the subsequent interim period through July 5, 2017, the Company has not consulted with Sadler regarding (i) 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, and Sadler did not provide either a written report or oral advice to the Company that was an important factor considered by the Company in reaching a decision as to any accounting, auditing, or financial reporting issue; or (ii) the subject of any disagreement, as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions, or a reportable event within the meaning set forth in Item 304(a)(1)(v) of Regulation S-K.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
INTERCLOUD SYSTEMS, INC. ExhibitEX-16.1 2 f8k070517ex16i_intercloud.htm LETTER OF WITHUMSMITH+BROWN,…To view the full exhibit click here
About InterCloud Systems, Inc. (OTCMKTS:ICLD)
InterCloud Systems, Inc. is a provider of cloud networking orchestration and automation for software-defined networking (SDN) and network function virtualization (NFV) cloud environments. The Company operates through four segments: applications and infrastructure, professional services, managed services and cloud services. The applications and infrastructure segment provides engineering and professional consulting services, and voice, data and optical solutions. The professional services segment provides outsourced services to the wireless and wireline industry and information technology industry. The cloud services segment provides cloud computing and storage services to customers. The managed services segment provides hardware and software products to customers, and provides maintenance and support for those products. It offers its solutions to the telecommunications service provider (carrier) and corporate enterprise markets through cloud solutions and professional services.
