Assessment of Disclosure and Internal Controls over Financial Reporting (ICFR)
Management Conclusions on Control Effectiveness
Management has concluded that both disclosure controls and internal control over financial reporting were effective as of December 31, 2024.
Disclosure Controls and Procedures
- Conclusion: The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were effective.
Internal Control Over Financial Reporting (ICFR)
- Conclusion: Management concluded that its internal control over financial reporting was effective as of December 31, 2024.
- Framework Used: The evaluation utilized the Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
Identified Weaknesses and Scope Limitations
The company reported no material weaknesses or significant deficiencies in its internal controls over financial reporting. However, a notable limitation was identified regarding the scope of the ICFR assessment:
Exclusion of Acquisitions (Noteworthy Limitation)
- Observation: The effectiveness evaluation explicitly excludes two recent acquisitions: EnLink Controlling Interest Acquisition and Medallion Acquisition.
- Evidence/Impact: These excluded entities represent a material portion of the company's financial profile, contributing approximately 7% and 1% of total revenue (EnLink and Medallion, respectively), and 20% and 3% of total assets (EnLink and Medallion, respectively).
- Justification: This exclusion is permitted under SEC guidance as the company integrates these acquired operations during the first year subsequent to acquisition.
Changes and Remediation Efforts
The reporting period showed stability in the control environment.
Changes to Internal Controls
- Observation: There were no changes in internal control over financial reporting during the quarter ended December 31, 2024, that were deemed likely to materially affect the controls.
Remediation Efforts
- No remediation efforts were reported as no material weaknesses or significant deficiencies were identified.
Noteworthy Procedures and Strengths
The primary strength noted is the overall effectiveness of the control environment, supported by external auditing.
Audited Assurance
- Strength: The effectiveness of ICFR was audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm.