UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO SECTION 13A-16 OR 15D-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of July 2023
Commission File Number: 001-40865
Wallbox N.V.
(Translation of registrants name into English)
Carrer del Foc, 68
Barcelona, Spain 08038
Tel: +34 930 181 668
(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): ☐
EXPLANATORY NOTE
On April 5, 2023, upon the completion of a comprehensive review process, the audit committee of the Board of Directors (the Board) of Wallbox N.V. (the Company) recommended that the Board resolve and on April 20, 2023, the Board did so resolve to propose that the Companys shareholders appoint Ernst & Young Accountants, LLP as the Companys independent auditor for statutory reporting purposes in the Netherlands for the fiscal year ended December 31, 2023 (Fiscal Year 2023) at the Companys 2023 annual general meeting (the 2023 GM). At the Companys 2023 GM held on May 30, 2023, the shareholders appointed Ernst & Young Accountants, LLP as the Companys independent auditor for statutory reporting purposes in the Netherlands for Fiscal Year 2023. In connection with such appointment of Ernst & Young Accountants, LLP, the Companys current independent auditor for statutory reporting purposes in the Netherlands for the fiscal year ended December 31, 2022, BDO Audit & Assurance B.V., ceased serving as the Companys independent auditor for statutory reporting purposes in the Netherlands on July 5, 2023. In connection with such appointment of Ernst & Young Accountants, LLP, the audit committee of the Company engaged Ernst & Young, S.L. to serve as the Companys independent registered public accounting firm for Securities and Exchange Commission (SEC) reporting purposes for Fiscal Year 2023 on July 5, 2023, and the Companys current independent registered public accounting firm for the fiscal year ended December 31, 2022, BDO Bedrijfsrevisoren BV (BDO), ceased serving as the Companys independent registered public accounting firm on July 5, 2023.
BDOs reports on the Companys consolidated statements of financial position as of December 31, 2022 and 2021, the related consolidated statements of profit or loss and other comprehensive income, changes in equity, and cash flows for each of the years ended December 31, 2022 and 2021, and the related notes, did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles.
During the Companys two fiscal years ended December 31, 2022 and 2021 and through the subsequent interim period through July 5, 2023, there were no (i) disagreements (as such term is described in Item 16F of Form 20-F and the related instructions) with BDO 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 BDO, would have caused them to make reference in connection with their opinion to the subject matter of the disagreement; or (ii) reportable events (as such term is defined in Item 16F(a)(1)(v)(A) through (D) of Form 20-F and the related instructions).
During the Companys two fiscal years ended December 31, 2022 and 2021 and through the subsequent interim period through July 5, 2023, neither the Company nor anyone acting on its behalf has consulted with Ernst & Young, S.L. with respect to (i) the application of accounting principles to a specified transaction, either completed or proposed, or the audit opinion that might be rendered on the Companys consolidated financial statements and no written report or oral advice was provided to the Company by Ernst & Young, S.L. that was an important factor considered by the Company in deciding on any accounting, auditing or financial reporting issue; or (ii) any matter subject to any disagreement (as such term is described in Item 16F of Form 20-F and the related instructions) or a reportable event (as such term is defined in Item 16F of Form 20-F and the related instructions).
We have provided BDO with a copy of the foregoing disclosure and have requested that BDO furnish to us a letter addressed to the SEC stating whether BDO agrees with such disclosure. We have included as Exhibit 15.1 to this Form 6-K a copy of the letter from BDO as required by Item 16F(a)(3) of Form 20-F.
INCORPORATION BY REFERENCE
The information included in this Report on Form 6-K is hereby incorporated by reference into the Companys registration statement on Form S-8 (File No. 333-263795) and Registration Statements on Form F-3 (File Nos. 333-268347, 333-268792 and 333-271116, each, as amended), including any prospectuses forming a part of such Registration Statements and to be a part thereof from the date on which this Report on Form 6-K is filed, to the extent not superseded by documents or reports subsequently filed or furnished.
EXHIBIT INDEX
Exhibit No. |
Description | |
15.1 | Letter dated July 19, 2023 from BDO Bedrijfsrevisoren BV to the Securities and Exchange Commission |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Wallbox N.V. | ||||||
Date: July 19, 2023 | By: | /s/ Jordi Lainz | ||||
Name: Jordi Lainz | ||||||
Title: Chief Financial Officer |
Exhibit 15.1
July 19, 2023
Securities and Exchange Commission
100 F Street N.E.
Washington, D.C. 20549
United States of America
We have been furnished with a copy of the Change in Registrants Certifying Accountant on Form 6-K dated July 19, 2023, for the event that occurred on July 5, 2023, to be filed by our former client, Wallbox N.V. We agree with the statements made in response to Item 16F of Form 20-F insofar as they relate to our Firm.
Very truly yours,
/s/ BDO Bedrijfsrevisoren BV
BDO Bedrijfsrevisoren BV
Zaventem, Belgium