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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 6, 2000.
KEY3MEDIA GROUP, INC.
Delaware | 1-16061 | 95-4799962 |
(State or other Jurisdiction of incorporation | (Commission File Number) | (IRS Employer Identification No.) |
5700 Wilshire Blvd., Suite 325
Los Angeles, CA 90036
Registrant's telephone number, including area code: (323) 954-6000
N/A
Item 4. Changes in Registrant's Certifying Accountant.
(a) |
Previous independent accountants |
(i) | On December 5, 2000, Key3Media Group, Inc. (the Registrant)
dismissed PricewaterhouseCoopers LLP as its independent accountants. The
Registrants Audit Committee participated in and approved the decision
to change independent accountants. |
(ii) | The reports of PricewaterhouseCoopers LLP on the financial statements
for the past two fiscal years contained no adverse opinion or disclaimer of
opinion and were not qualified or modified as to uncertainty, audit scope
or accounting principle. |
(iii) | In connection with its audits for the two most recent fiscal years and
through December 5, 2000, there have been no disagreements with
PricewaterhouseCoopers LLP on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or procedure,
which disagreements if not resolved to the satisfaction of
PricewaterhouseCoopers LLP would have caused them to make reference thereto
in their report on the financial statements for such years. |
(iv) | During the two most recent fiscal years and through December 5, 2000,
there have been no reportable events (as defined in Regulation S-K Item
304(a)(1)(v)). |
(v) | The Registrant has requested that PricewaterhouseCoopers LLP furnish it
with a letter addressed to the SEC stating whether or not it agrees with
the above statements. A copy of such letter, dated December 6, 2000, is
filed as Exhibit 16 to this Form 8-K. |
(b) | New independent accountants |
(i) | The Registrant engaged Ernst & Young LLP as its new independent
accountants as of December 6, 2000. During the two most recent fiscal years
and through December 6, 2000, the Registrant has not consulted with Ernst
& Young LLP regarding either (i) 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 Registrants
financial statements, and either a written report was provided to the
Registrant or oral advice was provided that Ernst & Young LLP concluded
was an important factor considered by the Registrant in reaching a decision
as to the accounting, auditing or financial reporting issue; or (ii) any
matter that was either the subject of a disagreement, as that term is
defined in Item 304(a)(1)(iv) of Regulation S-K and the related
instructions to Item 304 of Regulation S-K, or a reportable event, as that
term is defined in Item 304(a)(1)(v) of Regulation S-K. |
Item 7. Financial Statements and Exhibits.
(c) | Exhibit 16 |
Letter from PricewaterhouseCoopers LLP, dated December 6, 2000, with respect to the Company's disclosure contained herein. |
SIGNATURE
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 hereunto duly authorized.
KEY3MEDIA GROUP, INC. |
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Dated: December 6, 2000 | By: | /s/ Peter B. Knepper | |
Name: Peter B. Knepper Title: Executive Vice President and Chief Financial Officer |
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