Item 4.01
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Changes in Registrants Certifying Accountant
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On December 24, 2019, the Audit Committee of the Board of Directors (the Audit Committee) of 89bio, Inc. dismissed Brightman Almagor
Zohar & Co., a Firm in the Deloitte Global Network (Deloitte Israel) as the independent registered public accounting firm of the Company, effective immediately. On the same date, the Audit Committee approved the appointment of
Deloitte & Touche LLP (Deloitte US) as the Companys new independent registered public accounting firm, effective as of such date. As a result of the Companys internal reorganization in September 2019, which resulted
in 89Bio Ltd., an Israeli private limited liability company, becoming a wholly owned subsidiary of the Company, and the move of the Companys principal executive offices from Israel to the United States, the Audit Committee believes that
utilizing an accounting firm based in the United States would better serve the Company. As described below, the change in independent registered public accounting firm is not the result of any disagreement with Deloitte Israel.
The reports of Deloitte Israel on 89Bio, Ltd.s financial statements from inception (January 18, 2018) through December 31, 2018, and the
Companys financial statement as of inception (June 28, 2019) did not contain an adverse opinion or a disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles, except that the report
from inception January 18, 2018 through December 31, 2018 contained an explanatory paragraph expressing substantial doubt as to the Companys ability to continue as a going concern as a result of recurring losses and negative cash
flows.
During the fiscal year ended December 31, 2018 and the subsequent interim period through December 24, 2019, there were (i) no
disagreements (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and related instructions) between the Company and Deloitte Israel on any matter of accounting principles or practices, financial
statement disclosure or auditing scope or procedures which disagreements, if not resolved to the satisfaction of Deloitte Israel would have caused Deloitte Israel to make reference thereto in their reports on the financial statements for such years
and (ii) no reportable events (as that term is defined in Item 304(a)(1)(v) of Regulation S-K and related instructions).
The Company provided Deloitte Israel with a copy of the disclosures it is making in this Current Report on Form 8-K
and requested that Deloitte Israel furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements contained herein. A copy of Deloitte Israels letter, dated December 31,
2019, is filed as Exhibit 16.1 to this Current Report on Form 8-K.
During the fiscal year ended December 31,
2018 and the subsequent interim period through December 24, 2019, neither the Company, nor anyone acting on its behalf, consulted with Deloitte US regarding: (i) the application of accounting principles to a specified transaction, either
completed or proposed, or the type of audit opinion that may be rendered on the Companys financial statements, and Deloitte US did not provide either a written report or oral advice to the Company that was an important factor considered by the
Company in reaching a decision as to the accounting, auditing or financial reporting issue, or (ii) any matter that was either 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 described in Item 304(a)(1)(v) of Regulation S-K).