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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
November 17, 2000
(Date of earliest event reported)
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EASYRIDERS, INC.
(Exact name of registrant as specified in its charter)
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<S> <C> <C>
Delaware 001-14509 33-0811505
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(State or other jurisdiction of (Primary Standard Industrial (I.R.S. Employer
incorporation or Classification Code Number) Identification No.)
organization)
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28210 Dorothy Drive
Agoura Hills, California 91301
(818) 889-8740
(Address, including zip code, and telephone number, including area code,
of registrant's principal executive offices)
J. Robert Fabregas, Chief Financial Officer and Interim Chief Executive Officer
Easyriders, Inc.
28210 Dorothy Drive
Agoura Hills, California 91301
(818) 889-8740, ext. 321
(Name, address, including zip code, and telephone number, including area code,
of agent for service)
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Item 4. Changes in Registrant's Certifying Accountant.
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On November 17, 2000, Easyriders, Inc. ("Company") received telephonic
notification from Deloitte & Touche LLP ("D&T"), that on the basis of its annual
review of all public company audit clients, D&T had concluded the Company no
longer fit its client profile, and, therefore, had decided to resign as the
Company's certifying accountants. This notification was followed by letter to
the Company, a copy of which is attached hereto as Exhibit 4.1, confirming that
the client-auditor relationship between D&T and Company "has ceased."
With respect to the foregoing, the Company also reports as follows:
1. None of the reports of D&T on the Company's financial statements
for the past two years have contained an adverse opinion or disclaimer of
opinion, or was qualified or modified as to uncertainty, audit scope, or
accounting principles.
2. Neither the board of directors, nor the Audit Committee of the
board has made recommendations in connection with the foregoing, for the reason
that D&T resigned of its own accord.
3. During the past two fiscal years and the subsequent interim period
preceding the resignation of D&T, there have been no disagreements with D&T an
any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which disagreement(s), if not
resolved to the satisfaction of D&T, would have caused it to make reference to
the subject matter of the disagreement(s) in connection with its reports for
such periods.
4. The Company is currently in discussions with another accounting
firm to assume the responsibility of certifying accountant. In connection with
the Company's senior secured indebtedness in favor of Nomura Holding America,
Inc. ("Nomura"), the Company has determined it appropriate to secure, if
possible, confirmation that the proposed replacement for D&T as certifying
accountant is satisfactory to Nomura. Request has been made of Nomura to approve
the new firm, but no such confirmation has yet been received. The Company will
file another report on Form 8-K at such time as a new certifying accountant has
been engaged.
Item 7. Financial Statements and Exhibits.
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Exhibit 4.1 Letter of Deloitte & Touche LLP to Easyriders, Inc. dated
November 17, 2000.
Exhibit 7.1 Letter of Deloitte & Touche LLP to Easyriders, Inc. dated
November 21, 2000.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report on Form 8-K to be signed on its behalf by
the undersigned, hereunto duly authorized.
EASYRIDERS, INC.
By: /S/ J. ROBERT FABREGAS
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Name: J. Robert Fabregas
Title: Chief Financial Officer
Interim Chief Executive Officer
