Alliance Entertainment Holding Corp 8-K, filed Dec 21, 2021
Alliance Entertainment Holding Corp (AENT)
About this 8-K
Alliance Entertainment Holding Corp filed this 8-K on December 21, 2021, reporting on events of December 16, 2021.
Items reported
- Item 4.02: Earlier financial statements no longer reliable
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Item 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review.
On December 16, 2021, the Audit Committee of the Board of Directors (the “Audit Committee”) of Adara Acquisition Corp. (the “Company”) concluded, in consultation with the Company’s management, that the Company’s audited balance sheet as of February 11, 2021 included in the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission (the “SEC”) on February 12, 2021 and the Company’s quarterly unaudited financial statements and related footnotes as of and for the quarterly periods ended March 31, 2021, June 30, 2021 and September 30, 2021, should no longer be relied upon.
In connection with Adara’s initial public offering, Adara accounted for a portion of the proceeds received from the offering as stockholders’ equity. Following the SEC’s guidance on this issue, the Company’s management has identified errors made in its historical financial statements and performed a quantitative assessment under SAB 99, concluding a restatement is required of the Company’s financial statements to classify such amount as Class A common stock subject to possible redemption and a material weakness in our internal controls over financial reporting.
After considering the SEC Staff Statement and discussion, evaluation and consultation with Withum, the Audit Committee concluded that the Company’s unaudited financial statements included in the Company’s Quarterly Reports for the periods ended March 31, 2021, June 30, 2021 and September 30, 2021 and audited balance sheet as of February 11, 2021 included in the Company’s Current Report on Form 8-K, filed with the SEC on February 12, 2021 should no longer be relied upon.
The Audit Committee has discussed the matters disclosed in this Current Report on Form 8-K pursuant to this Item 4.02 with Withum. Withum was provided with a copy of the disclosures made herein and was given the opportunity to review these disclosures.
The restatements shall be included in the Company’s financial statements included in an amendment to the Company’s Quarterly Report on Form 10-Q/A for the period ended September 30, 2021.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: December 21, 2021
| ADARA ACQUISITION CORP. | ||
| By: | /s/ Paul G. Porter | |
| Name: Paul G. Porter | ||
| Title: Chief Financial Officer | ||