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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
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Date of Report
(Date of earliest
event reported): January 14, 1999
SYKES ENTERPRISES, INCORPORATED
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(Exact name of registrant as specified in its charter)
Florida 0-28274 56-1383460
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(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)
100 North Tampa St., Suite 3900, Tampa, FL 33602
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(Address of principal executive offices including zip code)
(813) 274-1000
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(Registrant's telephone number)
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Item 4. Changes in Registrant's Certifying Accountant.
On January 14, 1999, Sykes Enterprises, Incorporated ("Sykes")
engaged Ernst & Young, LLP as its principal accountant to audit Sykes financial
statements for calendar year 1998.
PricewaterhouseCoopers, L.L.P. and one of PWC's predecessor firms,
Coopers & Lybrand, LLP (together "PWC"), has served as Sykes' principal
independent public accountants. Sykes was advised by the Securities and Exchange
Commission (the "SEC") that PWC violated the independence standards promulgated
by the SEC, which require, among other things, that public accounting firms and
their professionals not have any direct or material indirect financial interest
in their audit clients. Among the violations, a professional of PWC's Tampa
office owned securities of Sykes during the period that PWC was designated as
Sykes' independent public accountants. Sykes was among a number of companies
affected by this type of activity within PWC. On January 14, 1999, the SEC
announced that it instituted and simultaneously settled proceedings brought
against PWC for failing to comply with the independence standards with respect
to its publicly held audit clients.
In connection with the foregoing, on January 14, 1999, Sykes
engaged Ernst & Young, LLP as its principal accountant to audit Sykes' financial
statements for calendar year 1998 and dismissed PWC as Sykes' principal
accountant for calendar year 1998. Both of these decisions were approved by the
audit committee of Sykes' Board of Directors.
PWC's report on Sykes' financial statements for the past two years
did not contain an adverse opinion or a disclaimer of opinion and was not
qualified or modified as to uncertainty, audit scope, or accounting principles.
In addition, during Sykes' two most recent fiscal years and during the interim
period preceding PWC's dismissal, there have not been any disagreements with PWC
on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which disagreement, if not resolved
to the satisfaction of PWC, would have caused PWC to make reference to the
subject matter of the disagreement in connection with its report.
During Sykes' two most recent fiscal years and during the interim
period preceding PWC's dismissal:
(a) PWC has not advised Sykes that the internal controls
necessary for Sykes to develop reliable financial statements do not exist;
(b) PWC has not advised Sykes that information has come
to PWC's attention that has led it to no longer be able to rely on management's
representations, or that has made PWC unwilling to be associated with the
financial statement prepared by management;
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(c) PWC has not advised Sykes of the need to expand
significantly the scope of its audit, or that information has come to PWC's
attention during such time period that if further investigated may (i)
materially impact the fairness or reliability of either a previously issued
audit report or the underlying financial statements, or the financial statements
issued or to be issued covering the fiscal periods subsequent to the date of the
most recent audited financial statements (including information that may prevent
PWC from rendering an unqualified audit report on those financial statements) or
(ii) cause PWC to be unwilling to rely on management's representations or be
associated with Sykes' financial statements; and
(d) PWC has not advised Sykes that information has come
to PWC's attention that it has concluded materially impacts the fairness or
reliability of either (i) a previously issued audit report or the underlying
financial statements, or (ii) the financial statements issued or to be issued
covering the fiscal periods subsequent to the date of the most recent financial
statements covered by an audit report (including information that, unless
resolved to the accountant's satisfaction, would prevent it from rendering an
unqualified audit report on those financial statements).
Item 7. Financial Statements and Exhibits
(c) Exhibits
16.1 Letter of PricewaterhouseCoopers, L.L.P. regarding
change in certifying accountant.
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Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
February 3, 1999 Sykes Enterprises, Incorporated
By: /s/ Scott J. Bendert
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Scott J. Bendert
Senior Vice President-Finance, Treasurer
and Chief Financial Officer
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Exhibit 16.1
PricewaterhouseCoopers [LETTERHEAD]
February 1, 1999
Securities and Exchange Commission
450 5th Street, N.W.
Washington, D.C. 20549
Commissioners:
We have read the statements made by Sykes Enterprises, Incorporated (copy
attached), which we understand have been filed with the Commission, pursuant to
Item 4 of Form 8-K, as part of the Company's Form 8-K report dated January 14,
1999. We agree with the statements concerning our Firm in such Form 8-K.
Very truly yours,
PricewaterhouseCoopers LLP
