SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Item 4.01. Changes in Registrant's Certifying Accountant.
On October 27, 2023, Legacy Housing Corporation (“Legacy” or the “Company”) was notified that its independent registered public accounting firm, CohnReznick LLP (“CohnReznick”), is resigning, without cause, effective November 22, 2023. Legacy engaged CohnReznick on May 9, 2023 (the “Engagement Date”), following CohnReznick’s acquisition of Legacy’s prior independent registered public accounting firm, Daszkal Bolton LLP (“Daszkal”), on March 1, 2023.
Since the Engagement Date, and through the date of this Current Report on Form 8-K, there have been (i) no disagreements (as described in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) between the Company and CohnReznick on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to CohnReznick’s satisfaction, would have caused CohnReznick to make reference thereto in its reports on the financial statements for such period; and (ii) no “reportable events” within the meaning of Item 304(a)(1)(v) of Regulation S-K, except that CohnReznick advised the Company of material weaknesses in its internal control over financial reporting as of June 30, 2023.
These material weaknesses were first disclosed in the Company’s annual report on Form 10-K filed for the year ended December 31, 2022, and although the Company has implemented a remediation plan to address these material weaknesses, the Company’s enhanced controls have not operated for a sufficient period of time to demonstrate that the material weakness have been remediated as of June 30, 2023.
The Company is currently in the client acceptance process with a new independent registered public accounting firm and expects to have one retained prior to CohnReznick’s resignation.
On November 1, 2023, the Company provided CohnReznick with a copy of the disclosures it is making in this Current Report on Form 8-K and requested that CohnReznick furnish a letter addressed to the Securities and Exchange Commission either agreeing or disagreeing with the statements contained herein. A copy of CohnReznick’s letter, dated November 2, 2023, agreeing with the statements contained herein as they pertain to CohnReznick, is attached hereto and filed as Exhibit 16.1.
Item 9.01 Financial Statements and Exhibits.
Pursuant to the requirement 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.
LEGACY HOUSING CORPORATION
Date: November 2, 2023
/s/ R. Duncan Bates
R. Duncan Bates
President and Chief Executive Officer
November 2, 2023
U.S. Securities and Exchange Commission
100 F Street, NE
Washington, DC 20549
Ladies and Gentlemen:
We have read the statements made by Legacy Housing Corporation, which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K of the Company dated November 2, 2023, and agree with such statements contained therein as they pertain to our firm.
/s/ CohnReznick LLP