Item 4.01. Changes in Registrants Certifying Accountant
(a) Dismissal of Independent Registered Public Accountant
Willdan Group, Inc. (Willdan) has dismissed KPMG LLP (KPMG), an independent registered public accounting firm, as its principal accountant. The decision to dismiss KPMG was effective on July 11, 2018, after being approved by Willdans audit committee (the Audit Committee).
The reports of KPMG on Willdans consolidated financial statements for the fiscal years ended December 29, 2017 and December 30, 2016 did not contain an adverse opinion or disclaimer of opinion, and such reports were not qualified or modified as to uncertainty, audit scope, or accounting principle.
During Willdans fiscal years ended December 30, 2016 and December 29, 2017, and the interim period from December 30, 2017 through and including July 11, 2018, the date of KPMGs dismissal, (i) there were no disagreements (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) between Willdan and KPMG on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to the satisfaction of KPMG, would have caused KPMG to make reference to the subject matter of the disagreement in connection with its reports on Willdans consolidated financial statements for such years or any subsequent interim period through the date of dismissal, and (ii) there were no reportable events (as defined in Item 304(a)(1)(v) of Regulation S-K).
In accordance with Item 304(a)(3) of Regulation S-K, Willdan provided KPMG with a copy of this Current Report on Form 8-K and requested that, as promptly as possible, KPMG provide Willdan with a letter addressed to the Securities and Exchange Commission (the SEC) stating whether it agrees with the above statements and, if not, stating the respects in which it does not agree. Attached as Exhibit 16.1 is a copy of KPMGs letter dated July 17, 2018.
(b) Newly Appointed Independent Registered Public Accountant
On July 11, 2018, the Audit Committee approved the engagement of Crowe LLP (Crowe), an independent registered public accounting firm, as its principal accountant to perform independent audit services beginning with the fiscal year ending December 28, 2018. During Willdans fiscal years ended December 30, 2016 and December 29, 2017, and the interim period from December 30, 2017 through and including July 11, 2018, the date of Crowes engagement, neither Willdan, nor anyone acting on its behalf, consulted Crowe 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 Willdan, in any case where a written report or oral advice was provided to Willdan by Crowe that Crowe concluded was an important factor considered by Willdan 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 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 described in Item 304(a)(1)(v) of Regulation S-K).