Borealis Foods Inc. (BRLS): auditor change — Amendment reveals BPB audit reports included going-concern emphasis for FY2023 and FY2024

Borealis Foods Inc.

BPB's audit reports for FY2023 and FY2024 contained an emphasis-of-matter paragraph citing substantial doubt about the company's ability to continue as a going concern.
The going-concern risk stems from substantial debt coming due within 12 months and negative cash flow from operations.
CRI was appointed as new independent auditor on Jan 15, 2026, after BPB resigned on Jan 13, 2026, following CRI's acquisition of BPB's capital markets practice.
No disagreements or reportable events (as defined in Reg S-K Item 304) existed between the company and BPB during the covered fiscal years.

item 4.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Auditor Changes SEC 8-K Item 4.01/4.02 confidence 0.9

Berkowitz Pollack Brant Advisors + CPAs, LLP resigned as auditor of Borealis Foods Inc..

Action: resignation
Auditor: Berkowitz Pollack Brant Advisors + CPAs, LLP
Successor: Carr, Riggs & Ingram, LLC

Exact text from the filing

f Berkowitz Pollack Brant Advisors + CPAs, LLP (“BPB”); that in conjunction with this transaction, on January 13, 2026, BPB resigned as the Company’s independent registered public accounting firm; and that on January 15, 2026, the Audit Committee approved

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Auditor Changes SEC 8-K Item 4.01/4.02 confidence 0.9

Borealis Foods Inc. engaged Carr, Riggs & Ingram, LLC as its auditor.

Action: engagement
Auditor: Carr, Riggs & Ingram, LLC

Exact text from the filing

The Company previously reported that it had been notified that Carr, Riggs & Ingram, LLC (“CRI”) acquired, effective as of January 1, 2026, certain assets related to the capital markets practice of Berkowitz Pollack Brant Advisors + CPAs, LLP (“BPB”); that in conjunction with this transaction, on January 13, 2026, BPB resigned as the Company’s independent registered public accounting firm; and that on January 15, 2026, the Audit Committee approved the appointment of CRI as the Company’s new independent registered public accounting firm.

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Borealis Foods Inc. filing history →

Source: SEC EDGAR

accession 0001213900-26-005661

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