Item 4.01 Changes in Registrant’s Certifying Accountant.
The Audit Committee (the “Committee”) of the Board of Directors of Ra Medical Systems, Inc. (the “Company”) conducted an analysis to determine the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The Committee considered the Company’s independent auditors for the fiscal year ended December 31, 2022, Haskell & White LLP (“Haskell”), as well as WithumSmith+Brown, PC (“Withum”), the independent registered public accounting firm that audited the financial statements for Catheter Precision, Inc. (“Catheter”) for the fiscal year ended December 31, 2022. The Company acquired Catheter on January 9, 2023, and is now primarily focusing its operations on the Catheter line of business. Haskell reviewed the Company’s financial statements for the quarter ended March 31, 2023.
As a result of this process, following discussions with Haskell and Withum, on June 21, 2023, the Committee approved the appointment of Withum as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 and entered into an engagement letter with Withum. On the same date, the Committee approved the dismissal of Haskell as the Company’s independent registered accounting firm.
Haskell’s report on the Company’s consolidated financial statements as of and for the fiscal years ended December 31, 2022 and 2021 filed with the Company’s Form 10-K for the year ended December 31, 2022 did not contain any adverse opinion or disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope, or accounting principles. Haskell’s report on the Company’s consolidated financial statements as of and for the fiscal year ended December 31, 2021 filed with the Company’s Form 10-K, as amended, for the year ended December 31, 2021, included an explanatory paragraph expressing substantial doubt regarding the Company’s ability to continue as a going concern.
During the fiscal years ended December 31, 2022 and 2021, and the subsequent interim period through June 21, 2023, there were: (i) no disagreements within the meaning of Item 304(a)(1)(iv) of Regulation S-K between the Company and Haskell on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to Haskell’s satisfaction, would have caused Haskell to make reference thereto in their reports; and (ii) no reportable events within the meaning of Item 304(a)(1)(v) of Regulation S-K.
The Company provided Haskell with a copy of the foregoing disclosures and requested that Haskell furnish a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the statements made herein. A copy of Haskell’s letter dated June 26, 2023, is filed as Exhibit 16.1 to this Current Report on Form 8-K.
During the fiscal years ended December 31, 2022 and 2021 and the subsequent interim period through June 21, 2023, neither the Company nor anyone on its behalf has consulted with Withum 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 nor oral advice was provided to the Company that Withum 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 and the related instructions; or (iii) any reportable event within the meaning of Item 304(a)(1)(v) of Regulation S-K.
