SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 11, 2000.
SCHOOL SPECIALTY, INC.
(Exact name of registrant as specified in its Charter)
Wisconsin 000-24385 39-0971239
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
1000 North Bluemound Drive
Appleton, Wisconsin 54914
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (920) 734-5712
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Item 4. Change in Registrant's Certifying Accountant.
On December 11, 2000, School Specialty, Inc. (the
"Company") dismissed PricewaterhouseCoopers LLP as its
independent auditors. The reports of
PricewaterhouseCoopers LLP on the Company's financial
statements for the fiscal years ended April 29, 2000
and April 24, 1999 did not contain an adverse opinion,
disclaimer of opinion or qualification or modification
as to uncertainty, audit scope or accounting
principles. During the fiscal years ended April 29,
2000 and April 24, 1999 and during the subsequent
interim period through December 11, 2000, there were no
disagreements with PricewaterhouseCoopers LLP on any
matter of accounting principles or practices, financial
statement disclosure or auditing scope or procedures.
During the fiscal years ended April 29, 2000 and April
24, 1999 and during the subsequent interim period through
December 11, 2000, there were no reportable events (as
defined in Item 304 (a)(1)(v) of the Regulation S-K).
PricewaterhouseCoopers LLP (Minneapolis, Minnesota
office) was engaged as the Company's independent
auditors while the Company was owned by U.S. Office
Products ("USOP"). The Company continued to engage the
Minneapolis, Minnesota office of PricewaterhouseCoopers
LLP subsequent to the spin-off from USOP, which
facilitated resolution of transitional matters
resulting from the June 1998 spin-off from USOP.
The Company provided PricewaterhouseCoopers LLP with a
copy of the disclosures it is making herein prior to
the filing of this Current Report on Form 8-K with the
Securities and Exchange Commission (the "SEC") and
requested that PricewaterhouseCoopers LLP furnish the
Company a letter addressed to the SEC stating whether
PricewaterhouseCoopers LLP agrees with the statements
made by the Company herein. PricewaterhouseCoopers
LLP's letter, dated December 14, 2000, is attached as
Exhibit 16.1 hereto.
Simultaneously with the dismissal of
PricewaterhouseCoopers LLP, the Company engaged Arthur
Andersen LLP's Milwaukee, Wisconsin office to act as
its independent auditors. The Company engaged Arthur
Andersen LLP's Milwaukee, Wisconsin office to act as
its independent auditors due to Arthur Andersen LLP's
significant Wisconsin presence. School Specialty is
headquartered in Wisconsin and has substantial
operations in the state. During the two most recent
fiscal years and subsequent interim period through
December 11, 2000, the Company has not consulted with
Arthur Andersen LLP regarding (i) either 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, or (ii) any matter that
was either the subject of disagreement on any matter of
accounting principles or practices, financial statement
disclosure or auditing scope or procedures or a
reportable event (as defined in Item 304(a)(1)(v) of
Regulation S-K).
The Audit Committee of the Company's Board of Directors
(the "Board") recommended to the Board and the Board
thereafter authorized management to dismiss
PricewaterhouseCoopers LLP and to engage Arthur
Andersen LLP as the Company's independent auditors on
the date deemed appropriate by Company management,
following the filing of the Company's most recent
Quarterly Report on Form 10-Q and a Current Report on
Form 8-K filing relating to the acquisition of the
wholesale business of J.L. Hammett. Company management
dismissed PricewaterhouseCoopers LLP and engaged Arthur
Andersen LLP on December 11, 2000.
<PAGE>
Item 7. Financial Statements and Exhibits
(a) Not applicable
(b) Not applicable
(c) The following exhibit is filed with this report:
Exh. No. Description
16.1 Letter from PricewaterhouseCoopers LLP,
dated December 14, 2000 to the Securities
and Exchange Commission.
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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.
SCHOOL SPECIALTY, INC.
(Registrant)
12/14/2000 /s/ Daniel P. Spalding
Date -------------------------------------------------
Daniel P. Spalding
Chairman of the Board, Chief Executive Officer
(Principal Executive Officer)
12/14/2000 /s/ Mary M. Kabacinski
Date -------------------------------------------------
Mary M. Kabacinski
Executive Vice President, Chief Financial Officer
(Principal Financial and Accounting Officer)
<PAGE>
EXHIBIT INDEX
Exh. No Description
16.1 Letter from PricewaterhouseCoopers LLP,
dated December 14, 2000, to the Securities
and Exchange Commission.
