ITEM 4.01 CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a) Dismissal of Independent Registered Public Accounting Firm
The Audit Committee (the “Audit Committee”) of the Board of Directors of Qumu Corporation (the “Company”) conducted a review process to determine the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2022. On July 6, 2022, the Audit Committee approved the dismissal of KPMG LLP (“KPMG”) and approved the engagement of Marcum LLP (“Marcum”) as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2022.
KPMG’s audit report on the Company’s consolidated financial statements as of and for the fiscal year ended December 31, 2021 did not contain an adverse opinion or a disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope or accounting principles, except as follows: KPMG’s report on the consolidated financial statements of the Company and subsidiaries as of and for the year ended December 31, 2021, contained a separate paragraph stating that “the Company has experienced recurring operating losses and its cash resources available to execute its business plan over the next twelve months raise substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 1. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.”
During the fiscal year ended December 31, 2021, and the subsequent interim period through July 6, 2022, there were (i) no disagreements between the Company and KPMG on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, any of which, if not resolved to KPMG’s satisfaction, would have caused KPMG to make reference thereto in its reports, and (ii) no “reportable events” within the meaning of Item 304(a)(1)(v) of Regulation S-K.
The Company provided KPMG with a copy of disclosures it is making in this Form 8-K and requested that KPMG furnish a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the statements made by the Company set forth above. A copy of KPMG’s letter dated July 8, 2022, is filed as Exhibit 16.1 hereto.
(b) Engagement of New Independent Registered Public Accounting Firm
On July 6, 2022, Marcum was engaged by the Audit Committee as the Company’s independent registered public accounting firm concurrently with the dismissal of KPMG. During the fiscal years ended December 31, 2021 and 2020, and during the subsequent interim period from January 1, 2022 through July 6, 2022, neither the Company nor anyone on its behalf has consulted with Marcum regarding:
(i) the application of accounting principles to a specific transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements, and neither a written report or oral advice was provided to the Company that Marcum concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing, or financial reporting issue,
(ii) any matter that was the subject of a disagreement within the meaning of Item 304(a)(1)(iv) of Regulation S-K, or
(iii) any reportable event within the meaning of Item 304(a)(1)(v) of Regulation S-K.