Item 4.01 Changes in Registrants Certifying Accountant
On June 23, 2016, Kewaunee Scientific Corporation (the Company), with the approval of the Audit Committee of the Board of Directors (the
Audit Committee), notified Cherry Bekaert LLP (Cherry Bekaert) that Cherry Bekaert was being dismissed as the Companys independent registered public accounting firm, effective upon completion of Cherry Bekaerts
audit of the Companys financial statements for the fiscal year ended April 30, 2016, and appointed Ernst & Young LLP (Ernst & Young) as the Companys new independent registered public accounting firm.
The decision to change the Companys independent registered public accounting firm was the result of a request for proposal process in which the Audit Committee of the Companys Board of Directors conducted a comprehensive, competitive
process to select the independent registered public accounting firm, and which action was ratified by the Board of Directors.
(a)
Dismissal of independent registered public accounting firm.
Cherry Bekaerts audit reports on the Companys financial statements for the
years ended April 30, 2016 and 2015 are not anticipated to and did not, respectively, contain an adverse opinion or a disclaimer of opinion and are not anticipated to be and were not, respectively, qualified or modified as to uncertainty, audit
scope or accounting principles. During the Companys two most recent fiscal years ended April 30, 2016 and 2015 and through June 28, 2016, the Company has not had any disagreement with Cherry Bekaert on any matter of accounting
principles or practices, financial statement disclosure or auditing scope or procedures, which disagreement, if not resolved to Cherry Bekaerts satisfaction, would have caused Cherry Bekaert to make reference to the subject matter of the
disagreement in their forthcoming reports on the Companys consolidated financial statements. In addition, during the Companys two most recent fiscal years ended April 30, 2016 and 2015 and through June 28, 2016, there were no
reportable events as that term is defined in Item 304(a)(1)(v) of
Regulation S-K.
The
Company provided Cherry Bekaert with a copy of this Current Report on
Form 8-K
prior to its filing with the Securities and Exchange Commission (SEC) and requested that Cherry Bekaert furnish
it with a letter addressed to the SEC stating whether or not it agrees with the above statements in Item 4.01(a). A copy of Cherry Bekaerts letter, dated June 28, 2016, is filed as Exhibit 16.1 to this Current Report on
Form 8-K.
(b) Appointment of new independent registered public accounting firm.
On June 23, 2016, pursuant to the approval of the Audit Committee, the Company engaged Ernst & Young as the Companys new independent
registered public accounting firm for its quarter ending July 31, 2016 and its fiscal year ending April 30, 2017.
During the Companys two
most recent fiscal years and the subsequent interim periods preceding Ernst & Youngs engagement, neither the Company nor anyone on its behalf consulted Ernst & Young 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 Companys consolidated financial statements, and no written report or oral advice was provided by Ernst & Young to the
Company that Ernst & Young concluded 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 described 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).
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