DPL LLC Replaces Auditor Ahead of AES Merger

What Happened

• DPL LLC announced on July 23, 2026 that its Board dismissed Ernst & Young LLP (EY) as the Company’s independent registered public accounting firm because EY will no longer be independent with respect to parent company AES after the closing of the announced merger. The dismissal is effective upon filing the Company’s Form 10-Q for the quarter ended June 30, 2026.
• The Board concurrently engaged KPMG LLP as DPL’s new independent registered public accounting firm for the fiscal year ending December 31, 2026, effective with EY’s dismissal. The change is tied to the Merger Agreement under which Horizon Merger Sub will merge with and into AES (Parent is affiliated with Global Infrastructure Management, LLC and the EQT Infrastructure VI fund).
• EY’s audit reports on DPL’s consolidated financial statements for the years ended December 31, 2024 and 2025 were unmodified (no adverse opinion, disclaimer, or qualification). The company reported no disagreements or reportable events with EY for 2024, 2025 or the interim period. EY’s response letter dated July 27, 2026 is filed as Exhibit 16.1.

Key Details

• Dismissal and KPMG engagement announced: July 23, 2026.
• Dismissal effective upon filing the 10-Q for quarter ended June 30, 2026.
• EY audit reports for fiscal years 2024 and 2025: unmodified; no disagreements or reportable events reported.
• Auditor change is due to loss of EY’s independence following the pending AES merger (Merger among AES, Horizon Parent, L.P., and Horizon Merger Sub, Inc.).

Why It Matters

• An auditor change can affect audit continuity and timing of future filings, but DPL stated EY’s prior reports were unmodified and there were no disagreements or reportable events, which reduces concerns about past financial statement issues.
• The change is driven by the corporate transaction (the AES merger) rather than an accounting dispute; investors should view this as a governance/independence adjustment tied to the merger rather than a signal of financial restatement risk.
• KPMG will be the auditor for the remainder of 2026; investors may watch upcoming filings (including the June 30, 2026 10-Q) for any further disclosures about the audit transition or the merger’s progress.