03/20/2026 | Press release | Distributed by Public on 03/20/2026 11:38
(a) Dismissal of Independent Registered Public Accounting Firm
On March 19, 2026, the Audit Committee of the Board of Trustees of Overland Advantage (the "Company") dismissed PricewaterhouseCoopers LLP ("PwC") as the Company's independent registered public accounting firm effective upon PwC's completion of the audit of the Company's financial statements as of and for the fiscal year ended December 31, 2025.
PwC's reports on the Company's consolidated financial statements as of and for each of the two most recent fiscal years (fiscal years ended December 31, 2025 and 2024) did not contain an adverse opinion or a disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles. During the Company's two most recent fiscal years (fiscal years ended December 31, 2025 and 2024) and the subsequent interim period through March 19, 2026, there were no (i) disagreements (within the meaning of Item 304(a)(1)(iv) of Regulation S-K and the related instructions thereto) with PwC on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure which, if not resolved to the satisfaction of PwC, would have caused PwC to make reference thereto in its reports covering the Company's consolidated financial statements for such periods and (ii) reportable events (as defined in Item 304(a)(1)(v) of Regulation S-K).
The Company provided PwC with a copy of this Current Report on Form 8-K and requested that PwC furnish to the Company a letter addressed to the U.S. Securities and Exchange Commission (the "SEC") stating whether it agrees with the statements contained herein and, if not, stating the respects in which it does not agree. A copy of PwC's letter to the SEC, dated March 20, 2026, is filed as Exhibit 16.1 hereto.
(b) Appointment of New Independent Registered Public Accounting Firm
On March 19, 2026, the Audit Committee of the Board of Trustees of the Company approved to appoint Deloitte & Touche LLP ("Deloitte") as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026.
During the Company's two most recent fiscal years (fiscal years ended December 31, 2025 and 2024) and the subsequent interim period through March 19, 2026, neither the Company nor anyone on its behalf consulted Deloitte regarding (i) 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, 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.
(d) Exhibits.
|
Exhibit No. |
Description |
||||
|
16.1 |
Letter from PricewaterhouseCoopers LLP to the Securities and Exchange Commission, dated March 20, 2026 |
||||
|
104 |
Cover Page Interactive Data File (formatted as Inline XBRL) |
||||