ITEM 4.01. Changes in Registrant's Certifying Accountant.
On March 10, 2021, the Audit Committee (the "Committee") of the Board of
Directors of Comfort Systems USA, Inc. (the "Company"), following a competitive
request for proposal process, approved the engagement of Deloitte & Touche LLP
("Deloitte"), subject to the completion of Deloitte's customary client
acceptance procedures, as the Company's independent registered public accounting
firm for the year ending December 31, 2021, and dismissed Ernst & Young LLP
("EY") as the Company's independent registered public accounting firm, each
effective immediately.
EY's audit reports on the Company's consolidated financial statements as of and
for the fiscal years ended December 31, 2020 and 2019 did not contain an adverse
opinion or a disclaimer of opinion and were not qualified or modified as to
uncertainty, audit scope or accounting principles.
During the fiscal years ended December 31, 2020 and 2019, and the subsequent
interim periods through March 10, 2021, there were (i) no disagreements (as
described in Item 304(a)(1)(iv) of Regulation S-K and the related instructions)
between the Company and EY on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure, which, if not
resolved to EY's satisfaction, would have caused EY to make reference thereto in
their reports on the financial statements for such years, and (ii) no
"reportable events" within the meaning of Item 304(a)(1)(v) of Regulation S-K.
The Company provided EY with a copy of the disclosures it is making in this
Current Report on Form 8-K and requested that EY furnish a letter addressed to
the Securities and Exchange Commission stating whether or not it agrees with the
statements made herein. A copy of EY's letter dated March 15, 2021 is filed as
Exhibit 16.1 hereto.
During the fiscal years ended December 31, 2020 and 2019, and the subsequent
interim periods through March 10, 2021, neither the Company nor anyone acting on
its behalf has consulted with Deloitte regarding (i) the application of
accounting principles to a specific transaction, either completed or proposed,
or the type of audit opinion that might be rendered on the Company's financial
statements or the effectiveness of internal control over financial reporting,
and neither a written report nor oral advice was provided to the Company that
Deloitte concluded was an important factor considered by the Company in reaching
a decision as to any accounting, auditing, or financial reporting issue, (ii)
any matter that was the subject of a disagreement within the meaning of Item
304(a)(1)(iv) of Regulation S-K, or (iii) any reportable event within the
meaning of Item 304(a)(1)(v) of Regulation S-K.
ITEM 9.01 Financial Statements and Exhibits
(d) The following Exhibits are included herein:
Exhibit 16.1 Letter to Securities and Exchange Commission from Ernst & Young
LLP, dated March 15, 2021.
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