UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Date of report: June 10, 2021
Commission File Number: 001-39387
Renalytix AI plc
(Translation of registrant’s name into English)
Avon House
19 Stanwell Road
Penarth, Cardiff CF64 2EZ
United Kingdom
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
☒ Form 20-F ☐ Form 40-F
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K
Renalytix AI plc (the “Company”) is furnishing this current report on Form 6-K to report the dismissal of Deloitte & Touche LLP (“Deloitte”) effective May 12, 2021 and the appointment of Ernst & Young LLP (the “Successor Auditor”) as successor auditor of the Company effective May 12, 2021 and for the fiscal year ended June 30, 2021.
In connection therewith, the Company provides that:
| 1. | The audit report of Deloitte on the financial statements of the Company as of and for the fiscal years ended June 30, 2020 and 2019 did not contain any adverse opinion or disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope or accounting principles. |
| 2. | The dismissal of Deloitte and the appointment of the Successor Auditor have been considered and approved by the Company’s audit committee and board of directors. |
| 3. | During the fiscal years ended June 30, 2020 and 2019 and during the period of July 1, 2020 through the date of dismissal, there were no disagreements with Deloitte on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedures that, if not resolved to Deloitte’s satisfaction, would have caused Deloitte to make reference in connection with its opinion to the subject matter of the disagreement. |
| 4. | No “reportable events”, as that term is described in Item 16F(a)(1)(v)(A)-(D) of Form 20-F, occurred within the fiscal years ended June 30, 2020 and 2019 and subsequently up to the date of dismissal. |
The Company provided Deloitte with a copy of this Form 6-K and requested that Deloitte provide the Company with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the above statements. A copy of Deloitte’s letter is furnished as Exhibit 16.1 to this Form 6-K.
During the Company’s most recent two fiscal years and through the subsequent interim period on or prior to the appointment of the Successor Auditor, neither the Company nor anyone on its behalf has consulted with the Successor Auditor on either (a) 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 financial statements, or (b) any matter that was the subject of a disagreement, as that term is defined in Item 16F(a)(1)(iv) of Form 20-F (and the related instructions thereto) or a reportable event as set forth in Item 16F(a)(1)(v)(A) through (D) of Form 20-F.
The Company intends to use this Form 6-K and the accompanying exhibit to satisfy its reporting obligations under Item 16F(a) of its Form 20-F for the year ending June 30, 2021 to the extent provided in and permitted by Paragraph 2 of the Instructions to Item 16F of Form 20-F and plans to incorporate Exhibit 16.1 reference into its Form 20-F to the extent necessary to satisfy such reporting obligations.
EXHIBIT INDEX
| Exhibit |
Description | |
| 16.1 | Letter from Deloitte & Touche LLP dated June 10, 2021. | |
| 99.1 | Press release dated June 10, 2021. | |
SIGNATURES
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, thereunto duly authorized.
| RENALYTIX AI PLC | ||
| By: |
/s/ James McCullough | |
| James McCullough | ||
| Chief Executive Officer | ||
Date: June 10, 2021
Exhibit 16.1
|
Deloitte & Touche LLP 100 Kimball Drive Parsippany, NJ 07054 Tel: +1 973 602 6000 www.deloitte.com |
June 10, 2021
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549-7561
Dear Sirs/Madams:
We have read Renalytix AI plc’s Form 6-K dated June 10, 2021, and we agree with the statements made therein.
Yours truly,
/s/ Deloitte & Touche LLP
Exhibit 99.1
Renalytix AI plc
(“Renalytix” or the “Company”)
Renalytix to Report Financial Results for Fiscal Third Quarter 2021 and Provide Corporate Update
Announces Change of Auditor to Ernst & Young LLP
NEW YORK, DATE - Renalytix AI plc (LSE: RENX) (NASDAQ: RNLX) today announced the Company will release fiscal third quarter 2021 financial results on Tuesday, June 15, 2021, before market open. The Company will host a corresponding conference call and live webcast at 8:30 a.m. (EDT) / 1:30 p.m. (BST) to discuss the results and provide a corporate update.
Conference Call Details:
US/Canada Participant Toll-Free Dial-In Number: (833) 614-1551
US/Canada Participant International Dial-In Number: (914) 987-7290
United Kingdom International Dial-In Number: 0800 9174 860
United Kingdom Local Dial-In Number: 0203 1070 289
Conference ID:9287147
Webcast Registration link: https://edge.media-server.com/mmc/p/saaze8yw
Auditor Change
The Audit Committee of the Company’s Board of Directors approved the dismissal of Deloitte & Touche LLP effective May 12, 2021. Ernst & Young LLP has been appointed as the Company’s successor auditor for U.S. reporting, effective May 12, 2021, and for the fiscal year ended June 30, 2021. PKF Littlejohn LLP remains the Company’s U.K. statutory auditors.
There were no disagreements with Deloitte on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedures.
For further information, please contact:
UK Investor Contact:
| Walbrook PR Limited | Tel: 020 7933 8780 or renalytix@walbrookpr.com | |
| Paul McManus / Lianne Cawthorne | Mob: 07980 541 893 / 07584 391 303 |
US Investor Contact:
| Gilmartin Group | investors@renalytix.com | |
| Carrie Mendivil / Mary Kate McDonough | 415-937-5405 |
About Renalytix
Renalytix is a developer of artificial intelligence-enabled clinical in vitro diagnostic solutions for kidney disease, one of the most common and costly chronic medical conditions globally. Renalytix’s products are being designed to make significant improvements in kidney disease diagnosis, transplant management, clinical care, patient stratification for drug clinical trials, and drug target discovery. For more information, visit www.renalytix.com.
Forward Looking Statements
This press release contains forward-looking statements that are based on management’s beliefs and assumptions and on information currently available to management. All statements contained in this release other than statements of historical fact are forward-looking statements, including statements regarding our ability to develop, commercialize and achieve market acceptance of our current and planned products and services, our research and development efforts, and other matters regarding our business strategies, use of capital, results of operations and financial position, and plans and objectives for future operations.
In some cases, you can identify forward-looking statements by the words “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. These statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance, or achievements to be materially different from the information expressed or implied by these forward-looking statements. These risks, uncertainties and other factors are described under “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in the documents we file with the Securities and Exchange Commission from time to time. We caution you that forward-looking statements are based on a combination of facts and factors currently known by us and our projections of the future, about which we cannot be certain. As a result, the forward-looking statements may not prove to be accurate. The forward-looking statements in this press release represent our views as of the date hereof. We undertake no obligation to update any forward-looking statements for any reason, except as required by law.