Waste Connections, Inc. (TSE:WCN) Files An 8-K Changes in Registrant’s Certifying Accountant
Item 4.01 Changes in Registrants Certifying Accountant.
As a result of a review of the audit services provided to Waste
Connections, Inc., a corporation organized under the laws of
Ontario, Canada (the Company), and a proposal process with
several qualified audit firms, including PricewaterhouseCoopers
LLP (PwC), undertaken by the Audit Committee of the Board of
Directors (the Audit Committee) of the Company, the Company
requested, as recommended and approved by the Audit Committee,
that PwC resign as its independent registered public accounting
firm. This request is considered a dismissal (within the meaning
ascribed to such term in Item 304 of Regulation S-K) to which,
effective March 24, 2017 (the Effective Date), PwC ceased to be
the Company’s independent registered public accounting firm.
The reports of PwC on the financial statements of the Company for
the fiscal years ended December 31, 2016 and of Waste Connections
US, Inc., a Delaware corporation (f/k/a Waste Connections, Inc.)
(Old Waste Connections) for the fiscal year ended December 31,
2015 did not contain any adverse opinion or disclaimer of opinion
and were not qualified or modified as to uncertainty, audit scope
or accounting principles.
During such fiscal years, and the subsequent interim period
through March 24, 2017, (i) there were no disagreements with PwC
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 PwC, would
have caused them to make reference thereto in their reports on
the financial statements for such fiscal years, and (ii) there
were no reportable events (as defined in Item 304(a)(1)(v) of
Regulation S-K), except as follows. As disclosed in the Companys
Annual Report on Form 10-K for the fiscal year ended December 31,
2016, the Company did not maintain effective controls over the
valuation of certain assets in the application of the acquisition
method of accounting for business combinations. Specifically, the
Companys review procedures over the development and application
of inputs, assumptions, and calculations used in fair value
measurements associated with business combinations did not
operate at an appropriate level of precision commensurate with
the Companys financial reporting requirements. The Audit
Committee has discussed the material weakness with PwC and
management and has authorized PwC to respond fully to the
inquiries of Grant Thornton LLP (Grant Thornton), the successor
auditor.
The Company has provided PwC with a copy of the disclosures
required by Item 304(a) of Regulation S-K contained in this
Current Report on Form 8-K (this Form 8-K), and has requested
that PwC furnish the Company with a letter addressed to the U.S.
Securities and Exchange Commission stating whether PwC agrees
with the statements made by the Company in this Form 8-K and, if
not, stating the respects in which it does not agree. A copy of
PwCs letter, dated March 29, 2017, is filed as Exhibit 16.1 to
this Form 8-K.
Also, on March 24, 2017, upon of the recommendation of the Audit
Committee, the Board of Directors approved the engagement of
Grant Thornton as its new independent registered public
accounting firm.
During the fiscal years ended December 31, 2016 and 2015 of the
Company and Old Waste Connections, respectively, and the
subsequent interim period through March 24, 2017, neither the
Company nor Old Waste Connections has consulted with Grant
Thornton on any matter that (i) involved 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 Companys or Old Waste Connections financial
statements, as applicable, in each case where a written report
was provided or oral advice was provided that Grant Thornton
concluded was an important factor considered by the Company or
Old Waste Connections, as applicable, in reaching a decision as
to the accounting, auditing or financial reporting issue, or (ii)
was either the subject of a disagreement, as that term is defined
in Item 304(a)(1)(iv) of Regulation S-K and the related
instructions to Item 304 of Regulation S-K, or a reportable
event, as that term is defined in Item 304(a)(1)(v) of Regulation
S-K.
Item 9.01 Financial Statements and Exhibits.
d) Exhibits.
| 16.1 |
Letter, dated March 29, 2017, from PricewaterhouseCoopers, LLP addressed to the U.S. Securities and Exchange Commission. |
About Waste Connections, Inc. (TSE:WCN)
Waste Connections Inc, formerly Progressive Waste Solutions Ltd, is a Canada-based waste management company. The Company provides waste collection, recycling and disposal services to commercial, industrial, municipal and residential customers in over 10 states in the United States, and the District of Columbia, and in over six Canadian provinces. The Company operates through three segments: the East, the West and the North. The business segments are vertically integrated and their operations include the collection and disposal of waste and recyclable materials, transfer station operations, material recovery facilities, landfills and landfill gas to energy facilities. The Company offers various solutions for business, residential and public sector. The Company offers commercial, industrial and manufacturing, construction and demolition, and Leadership in Energy and Environmental Design (LEED) services, among others for business. Waste Connections, Inc. (TSE:WCN) Recent Trading Information
Waste Connections, Inc. (TSE:WCN) closed its last trading session up +0.36 at 116.77 with 90,307 shares trading hands.