UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): July 7, 2020
American Renal Associates Holdings, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware | | | 001-37751 | 27-2170749 |
(State or other jurisdiction of
incorporation or organization) | | | (Commission File Number) | (IRS Employer
Identification Number) |
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| 500 Cummings Center | Beverly, | Massachusetts | | 01915 |
| (Address of principal executive offices) | | | | (Zip code) |
(978) 922-3080
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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| Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). |
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| If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. | ☒ |
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, $0.01 par value | ARA | New York Stock Exchange |
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| Item 4.01 | Changes in Registrant’s Certifying Accountant. |
As previously disclosed, on April 1, 2020, Grant Thornton LLP, the independent registered public accounting firm of American Renal Associates Holdings, Inc. (the “Company”) for the fiscal year ended December 31, 2019, notified the Company of its decision not to stand for re-appointment as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020. Grant Thornton LLP’s resignation became effective upon the Company filing its Quarterly Report on Form 10-Q for the quarter ended March 31, 2020 with the Securities and Exchange Commission on May 11, 2020.
On July 7, 2020, following completion of a request for proposal process undertaken by the Audit Committee of the Board of Directors (the “Audit Committee”) of the Company, the Company engaged Ernst & Young LLP (“E&Y”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020. The engagement of E&Y was approved by the Audit Committee of the Board of Directors of the Company.
During the fiscal years ended December 31, 2019 and December 31, 2018, and the subsequent period through July 7, 2020, neither the Company nor anyone on its behalf consulted with E&Y regarding either (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 consolidated financial statements, and neither a written report nor oral advice was provided to the Company that E&Y 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 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).
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.
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| | | | | AMERICAN RENAL ASSOCIATES HOLDINGS, INC. | | |
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| Dated: | July 9, 2020 | | | | By: | | /s/ Mark Herbers |
| | | | | Name: | | Mark Herbers |
| | | | | Title: | | Interim Chief Financial Officer |