Item 4.01 Changes
in Registrant’s Certifying Accountant.
(a) Dismissal of Independent Registered Public
Accountant
On October
18, 2021, the Audit Committee (the “Committee”) of the Board of Directors of Microvast Holdings, Inc. (the “Company”)
approved the dismissal of Marcum LLP (“Marcum”) as the Company’s independent registered public accounting firm, effective
as of October 18, 2021. Marcum served as the independent registered public accounting firm
of Tuscan Holdings Corp., (“Tuscan”), the Company’s predecessor prior to the business combination with Microvast, Inc.,
a wholly-owned subsidiary of the Company, on July 23, 2021.
Marcum’s report
on Tuscan’s financial statements as of and for the fiscal years ended December 31, 2020 and December 31, 2019 did not contain an
adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainties, audit scope, or accounting principles,
except for an explanatory paragraph in the December 31, 2020 report regarding substantial doubt about Tuscan’s ability to continue
as a going concern.
During the two most recent
fiscal years ended December 31, 2020 and December 31, 2019 and the subsequent interim period through October 18, 2021, (i) there were
no “disagreements” (as such term is defined in Item 304(a)(1)(iv) of Regulation S-K) with
Marcum 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 Marcum, would have caused Marcum to make reference thereto
in its reports on Tuscan’s financial statements for such periods, and (ii) there have
been no “reportable events” (as such term is defined in Item 304(a)(1)(v) of Regulation S-K), other than the material weakness
in internal controls over financial reporting identified by management solely as a result of accounting for private warrants issued in
connection with Tuscan’s initial public offering as components of equity instead of derivative liabilities, which resulted in the
restatement of Tuscan’s financial statements as set forth Amendment No. 1 to Tuscan’s Annual Report on Form 10-K for
the year ended December 31, 2020, as filed with the Securities and Exchange Commission on June 1, 2021.
The Company provided
Marcum with a copy of the disclosures made pursuant to Item 4.01 of this Current Report on Form 8-K and requested that Marcum furnish
it with a letter addressed to the Securities and Exchange Commission, as required by Item 304(a)(3) of Regulation S-K, stating whether
Marcum agrees with such disclosures. A copy of Marcum’s letter, dated October 22, 2021, is filed herewith as Exhibit 16.1 to this
Current Report on Form 8-K.
(b) Newly Appointed Independent Registered
Public Accountant
On October
18, 2021, the Committee approved the engagement of Deloitte Touche Tohmatsu Certified Public
Accountants LLP (“Deloitte”) to serve as the Company’s independent registered public accounting firm for the fiscal
year ending December 31, 2021. Deloitte has served as the independent registered public accounting firm of Microvast, Inc. since 2011.
During the two most recent
fiscal years ended December 31, 2019 and December 31, 2020 and the subsequent interim period through October 18, 2021,
neither the Company nor anyone acting on the Company’s behalf consulted with Deloitte regarding (i) 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 Company’s
financial statements, and no written report or oral advice was provided to the Company by Deloitte that Deloitte concluded was an important
factor considered by the Company in reaching a decision as to such accounting, auditing, or financial reporting issue; or (ii) any matter
that 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) or a “reportable event” (as that term is defined in Item 304(a)(1)(v) of Regulation S-K).