ITEM 4.01. CHANGES IN REGISTRANT’S CERTIFYING ACCOUNTANT
(a) Dismissal of Independent Registered Public Accounting Firm
On
June 16, 2016
, the Audit Committee (the “Audit Committee”) of the Board of Directors of Westell Technologies, Inc. (the “Company”) approved the dismissal of Ernst & Young (“EY”) as the Company’s independent registered public accounting firm. This change was a result of a competitive process, which involved EY, and is designed to reduce the Company’s professional services expenses.
The reports of EY on the Company’s consolidated financial statements for the fiscal years ended March 31, 2015 and March 31, 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.
During the fiscal years ended March 31, 2015 and March 31, 2016, and through
June 16, 2016
, there have been no “disagreements” (as defined in Item 304(a)(1)(iv) of Regulation S-K and related instructions) with EY 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 EY would have caused EY to make reference thereto in its reports on the consolidated financial statements for such years. During the fiscal years ended March 31, 2015 and March 31, 2016 and through
June 16, 2016
, there have been no “reportable events” (as defined in Item 304(a)(1)(v) of Regulation S-K).
The Company has valued its longstanding relationship of over 15 years with EY.
The Company provided EY with a copy of the disclosure it is making herein in response to Item 304(a) of Regulation S-K, and requested that EY furnish the Company with a copy of its letter addressed to the Securities and Exchange Commission (the “SEC”), pursuant to Item 304(a)(3) of Regulation S-K, stating whether or not EY agrees with the statements related to them made by the Company in this report. A copy of EY’s letter to the SEC dated
June 16, 2016
is attached as Exhibit 16.1 to this report.
(b) Newly Engaged Independent Registered Public Accounting Firm
On
June 16, 2016
, the Audit Committee approved the appointment of Grant Thornton LLP (“Grant Thornton”) as the Company’s new independent registered public accounting firm, effective immediately, to perform independent audit services for the fiscal year ending March 31, 2016. During the fiscal years ended March 31, 2015 and March 31, 2016 and through
June 16, 2016
, neither the Company, nor anyone on its behalf, consulted Grant Thornton regarding either (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered with respect to the consolidated financial statements of the Company, and no written report or oral advice was provided to the Company by Grant Thornton that was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue; or (ii) any matter that was the subject of a “disagreement” (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a “reportable event” (as that term is defined in Item 304(a)(1)(v) of Regulation S-K).
The Company looks forward to working with Grant Thornton.