Explorer

During the year the issuer acquired a business. The following deficiencies were identified: · The firm did not perform any procedures to test the purchase price. (AS 2301.08)

During the year the issuer acquired multiple businesses. The firm performed certain substantive procedures but did not obtain sufficient appropriate audit evidence regarding the reasonableness of the projected financial information used by the issuer to determine the fair value of certain acquired intangible assets and contingent consideration. (AS 2502.26 .28 .31 and .36)

During the year the issuer acquired several businesses. For one of these business combinations the firm did not perform any substantive procedures to test the existence of inventory at the acquisition date. (AS 2301.08)

The firm did not perform any substantive procedures to test the existence of certain inventory acquired. (AS 2301.08)

The firm selected for testing a control over the review of the fair value of the acquired intangible assets discussed above and concluded that it was deficient. The firm did not perform sufficient procedures to evaluate the severity of the control deficiency because it did not evaluate the magnitude of the potential misstatement resulting from the deficiency beyond relying on the results of its substantive procedures. (AS 2201.62)

The firm did not perform sufficient procedures to test the equity shares issued in consideration for an acquired business because the firm did not perform procedures to evaluate the terms of the agreement for the shares. (AS 2301.08)

During the year the issuer entered into transactions including an acquisition which resulted in the recording of the fair value of investments. The firm selected for testing investments that met specific criteria. The firm did not perform any substantive procedures to test the portion of investments that did not meet these criteria. (AS 1105.27)

During the year the issuer acquired a business and determined the fair value of certain acquired intangible assets using cash-flow forecasts. The issuer recorded subsequent adjustments to the provisional fair value of these acquired intangible assets during the measurement period. The following deficiencies were identified: · The firm did not perform any substantive procedures to evaluate whether the issuer's subsequent adjustments were based on new information obtained about facts and circumstances that existed as of the acquisition date. (AS 2301.08)

During the year the issuer completed a business combination and issued a convertible note. The following deficiencies were identified: · The convertible note included embedded features that required bifurcation in accordance with FASB ASC Topic 815 Derivatives and Hedging. The firm did not perform any procedures to determine the fair value of these embedded features beyond asserting the value was not material as the probability of occurrence of the associated contingent events was remote. (AS 2301.08)

The issuer acquired a business during the year. The firm did not perform procedures beyond inquiry of management to evaluate whether the issuer identified and properly recorded all assets acquired including patent applications trade names trademarks and service marks held by the acquired entity as identifiable intangible assets in accordance with FASB ASC Topic 805 Business Combinations. (AS 2301.08)

During the year the issuer acquired multiple businesses and determined the fair value of the acquired intangible assets using cash-flow forecasts. The following deficiencies were identified: · The firm did not perform sufficient substantive procedures to evaluate the reasonableness of the period of cash flows the issuer used to determine the fair value of customer-relationship intangible assets because the firm did not evaluate differences among the period of cash flows the useful lives that the issuer used to amortize such assets and the length of the issuer's historical customer relationships. (AS 2502.26 .28 .31 and .36)

During the year the issuer acquired multiple businesses. The following deficiencies were identified: · The issuer developed forecasted cash flows using historical financial data from the acquired businesses to determine the fair values of certain acquired intangible assets and assumed liabilities. The firm did not perform any procedures to evaluate the reliability of the historical financial data beyond tracing this data to unaudited financial information. (AS 1105.04 and .06)

During the year the issuer acquired a business and determined the fair value of certain acquired intangible assets using various assumptions. The firm's approach for substantively testing the fair value of these acquired intangible assets was to develop an independent expectation of the estimate. The following deficiencies were identified: · The firm did not evaluate the relevance of certain external data that it used to develop its independent expectation. (AS 1105.04 and .06)

During the year the issuer acquired a business. The following deficiencies were identified: · The firm did not perform any procedures to evaluate the reliability of external information used to test accounts receivable at the acquisition date. (AS 1105.04 and .06) Unrelated to our review the issuer reevaluated its accounting for this business combination and concluded that material misstatements existed that had not been previously identified. The issuer subsequently corrected these misstatements in a restatement of its financial statements and the firm revised and reissued its report on the financial statements.

During the year the issuer acquired a business. The following deficiencies were identified: · The firm did not perform any procedures to test the completeness of accrued liabilities at the acquisition date. (AS 2301.08) Unrelated to our review the issuer reevaluated its accounting for this business combination and concluded that material misstatements existed that had not been previously identified. The issuer subsequently corrected these misstatements in a restatement of its financial statements and the firm revised and reissued its report on the financial statements.

During the year the issuer acquired a business. The following deficiencies were identified: · The firm did not evaluate whether the issuer should have recognized certain intangible assets acquired. (AS 2301.08) Unrelated to our review the issuer reevaluated its accounting for this business combination and concluded that material misstatements existed that had not been previously identified. The issuer subsequently corrected these misstatements in a restatement of its financial statements and the firm revised and reissued its report on the financial statements.

During the year the issuer acquired a business. The following deficiency was identified: · The firm did not perform any substantive procedures to determine whether the issuer identified and recorded all assets acquired. (AS 2301.08) Unrelated to our review the issuer reevaluated its accounting for the business combination and concluded that a material misstatement existed related to the measurement of the acquisition consideration that had not been previously identified. The issuer subsequently corrected this misstatement in a restatement of its financial statements and the firm revised and reissued its report on the financial statements.

The firm did not perform any substantive procedures to assess the reasonableness of management's assertion that the book value of the acquired property plant and equipment approximated its fair value. (AS 2502.26 and .28)

During the year the issuer acquired a business. The firm did not perform any substantive procedures to test the fair values of the assets acquired and the liabilities assumed. (AS 2501.07)

During the year the issuer acquired two businesses. With respect to one of these business combinations the following deficiencies were identified: · The firm did not perform any procedures to evaluate whether all identifiable assets acquired and liabilities assumed were identified and appropriately recorded. (AS 2301.08)

With respect to the other business combination the following deficiencies were identified: · The firm did not perform any substantive procedures to test the fair value of certain other assets acquired and liabilities assumed in this business combination. (AS 2502.15)

The firm did not perform sufficient procedures to evaluate whether the issuer recognized an acquisition in accordance with FASB ASC Topic 805 Business Combinations because it did not evaluate whether the assets acquired and liabilities assumed met the definition of a business. (AS 2301.08 and .11)

The firm did not perform any substantive procedures over the amount of certain liabilities assumed. (AS 2301.08)

For two business combinations the firm did not perform any procedures to test the existence of certain of these assets upon acquisition. (AS 2301.08)

During the year the issuer acquired several businesses. For one business combination the following deficiency was identified: · The firm did not perform procedures to (1) evaluate the issuer's accounting for certain warrants issued in connection with the acquisition as equity; (2) test beyond recalculation the conversion ratio of equity instruments of the acquired company to equity instruments of the acquiror; and (3) test transaction costs incurred. (AS 2301.08)

The firm did not evaluate whether a separately identifiable intangible asset should have been recorded related to certain rights held by the acquired business. (AS 2301.08)

The firm's internal inspection program inspected this audit and reviewed the Revenue and Business Combination areas but did not identify the deficiencies below. The firm did not evaluate whether separately identifiable intangible assets should have been recorded related to (1) certain technology in development and (2) technical expertise possessed by the acquired business. (AS 2301.08)

During the year the issuer entered into a merger agreement which included provisions for contingent payments to the sellers upon the satisfaction of certain criteria. The following deficiencies were identified: · The firm did not perform any other procedures to evaluate the issuer's accounting for and presentation and disclosure of this provision. (AS 2301.08 and .11)

During the year the issuer acquired a business entity. The firm did not perform sufficient procedures to evaluate the useful life of this intangible asset because it limited its procedures to inquiry and tracing the useful life to the issuer's amortization policy. (AS 2501.09 .10 and .11) [This citation refers to AS 2501 Auditing Accounting Estimates which was in effect for this audit. This standard was replaced by AS 2501 Auditing Accounting Estimates Including Fair Value Measurements which became effective for audits of financial statements for fiscal years ending on or after December 15 2020.]

During the year the issuer acquired a business and determined the fair value of the acquired intangible assets using forecasted sales and cash flows and other assumptions including customer attrition rates. The following deficiencies were identified: · The firm did not perform any substantive procedures to test the accuracy of the historical revenue data of the acquired business that the issuer used to determine the attrition rates. (AS 2502.39)

During the year the issuer acquired multiple businesses. For one business combination the firm did not perform any substantive procedures to test the fair value of the assets acquired and liabilities assumed. (AS 2502.15)

The firm did not perform any procedures to test the adjustments recorded by the issuer to correct the misstatement to its financial statements related to the business combination. (AS 2301.08)

The issuer entered into an agreement to acquire the assets and liabilities of an entity. The firm did not perform sufficient procedures to test the acquisition because it did not: · Perform any procedures to determine whether the issuer had identified all separately identifiable tangible and intangible assets acquired that required recognition as of the acquisition date. (AS 2301.08)

The issuer entered into an agreement to acquire the assets and liabilities of an entity. The firm did not perform sufficient procedures to test the acquisition because it did not: · Test the fair value of the earn-out liability as of the acquisition date and at year end beyond reading an issuer-prepared memorandum. (AS 2501.07)

During the year the issuer acquired multiple businesses and determined the fair values of certain acquired intangible assets using forecasted cash flows and related assumptions. The firm's approach for substantively testing the fair values of the acquired intangible assets was to test the issuer's process. With respect to three of the acquired businesses the following deficiency identified: · The firm's procedures to evaluate the reasonableness of the forecasted revenue growth rates for the first two years of the forecast period consisted of comparing these rates to forecasted industry data and historical financial information of the acquired businesses. For two of the acquired businesses the firm did not perform any procedures to evaluate the reliability of the historical financial information. (AS 1105.04 and .06)

During the year the issuer acquired multiple businesses and determined the fair values of certain acquired intangible assets using forecasted cash flows and related assumptions. The firm's approach for substantively testing the fair values of the acquired intangible assets was to test the issuer's process. With respect to three of the acquired businesses the following deficiency identified: · For certain of the acquired businesses the firm did not perform any substantive procedures to test certain other assets acquired and liabilities assumed. (AS 2301.08; AS 2501.07)

During the year the issuer acquired multiple businesses and determined the fair values of certain acquired intangible assets using forecasted cash flows and related assumptions. The firm's approach for substantively testing the fair values of the acquired intangible assets was to test the issuer's process. With respect to another acquired business the following deficiency was identified: · The issuer initially recorded a liability for contingent consideration related to this acquired business but reclassified this contingent consideration from a liability to equity prior to year end. The firm did not sufficiently evaluate whether this reclassification was appropriate because its procedures were limited to inquiring of management and reading a memorandum prepared by the issuer. (AS 2301.08)