Item 4.01 Changes in Certifying Accountant of Declarant.
a) Dismissal from a registered independent accounting firm.
Based on information provided by Friedman LLP (“Friedman”), the independent registered public accounting firm of Redwoods Acquisition Corp. (the “Company”), effective September 1, 2022Friedman combined with Marcum LLP (“Marcum”) and continued to operate as an independent registered public accounting firm. Friedman continued to act as the Company’s registered independent public accounting firm through October 11, 2022. On October 11, 2022the audit committee of the company’s board of directors removed Friedman and hired Marcum as the company’s registered independent public accounting firm for the year ending December 31, 2022, effective immediately. Services previously provided by Friedman will now be provided by Marcum.
Friedman’s report on the Company’s financial statements (the “Auditor’s Report”) for the period from January 1, 2022 at January 10, 2022 and March 16, 2021
(creation) until December 31, 2021 did not contain an adverse opinion or disclaimer of opinion and was not qualified or modified as to uncertainty, scope of the audit or accounting principles, except that the audit report contained uncertainty as to the Company’s ability to continue as a going concern.
During the year ended December 31, 2021and the ensuing interim period until October 11, 2022, there was no disagreement with Friedman on any matter of accounting principles or practices, financial statement disclosure, or the scope or procedure of auditing, which disagreements, if not resolved at the Friedman’s satisfaction, would have caused Friedman to refer to the subject of the disagreements relating to his reports on the Company’s financial statements for those years. Additionally, during this period, there were no “Reportable Events”, as defined in Rule SK Section 304(a)(1)(v).
The Company has provided Friedman with a copy of the above disclosures and has requested that Friedman provide the Company with a letter addressed to the Security and Exchange Commission indicating whether or not he agrees with the statements made above. A copy of Friedman’s letter dated October 11, 2022 is attached as Exhibit 16.1 to this current report on Form 8-K.
(b) Appointment of a new independent registered accounting firm.
On October 11, 2022the company has engaged Marcum as the company’s registered independent public accounting firm for the fiscal year ending December 31, 2022, effective immediately. During the year ended December 31, 2021 and through October 11, 2022neither the Company nor anyone on its behalf consulted Marcum regarding (i) the application of accounting principles to any specific transaction, whether completed or proposed or the type of audit opinion that might be issued on the consolidated financial statements of the Company, and neither a written report nor an oral opinion was provided to the Company that Marcum concluded was an important factor taken into account by the Company in reaching a decision as to any matter of accounting, auditing, or financial reporting, or (ii) any matter on which “disagreement” has arisen, as defined in Section 304(a)(1)(iv) of Regulation SK, or a “Reportable Event”, as defined in Rule SK Section 304(a)(1)(v).
Section 9.01. Financial statements and supporting documents.
Exhibit No. Description
16.1 Letter from Friedman LLP regarding the change in the Registrant's
certifying accountant, dated October 14, 2022.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
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