Item 4.01. Changes in Registrant's Certifying Accountant.
On September 28, 2022, KPMG LLP ("KPMG") notified Gatos Silver, Inc. (the
"Company," "we," "us" or "our") that it resigned as the Company's independent
registered public accounting firm. The audit committee of our board of directors
accepted KPMG's resignation.
KPMG's resignation was prompted by its conclusion that KPMG is unable to serve
as our principal auditor for the year-ended December 31, 2021 due to the
previously announced changes in the composition and location of our executive
team and its understanding of the Organization of Chartered Professional
Accountants of British Columbia Bylaws, which it concluded would require KPMG to
be licensed in British Columbia.
KPMG's audit reports on our consolidated financial statements for the years
ended December 31, 2020 and 2019 do not contain any adverse opinion or
disclaimer of opinion and were not qualified or modified as to uncertainty,
audit scope, or accounting principles. As previously disclosed, we are
evaluating the impact on prior period financial statements of the circumstances
pertaining to the previously announced determination that our mineral reserve
report can no longer be relied upon.
During the two most recent fiscal years and the subsequent interim period
preceding KPMG's resignation, there were no (i) disagreements with KPMG on any
matter of accounting principles or practices, financial statement disclosure, or
auditing scope or procedure, which disagreements, if not resolved to the
satisfaction of KPMG, would have caused it to make reference to the subject
matter of the disagreements in connection with its report, or (ii) "reportable
events" as such term is defined in Item 304(a)(1)(v) of Regulation S-K. As
previously disclosed, the Company is continuing to evaluate material weaknesses
in its internal controls over financial reporting and the Company expects that
it will determine that at least one material weakness exists. The Company is
still evaluating the extent of this and other potential material weaknesses.
We provided KPMG with a copy of the disclosures that we are making in this
Current Report on Form 8-K. We have requested that KPMG furnish a letter
addressed to the U.S. Securities and Exchange Commission stating whether or not
it agrees with the statements made herein, a copy of which is attached as
Exhibit 16.1 hereto.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
16.1 Letter from KPMG LLP
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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