UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC
Form 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of the Securities
Exchange Act of 1934
Date of Report (Date of earliest event reported): May 26, 2000
RIVERSIDE GROUP, INC.
(Exact name of registrant as specified in its charter)
Florida 0-9209 59-1144172
(State of other (Commission File No.) (IRS Employer
jurisdiction of Identification
incorporation) number)
7800 Belfort Parkway, Jacksonville, Florida 32256
(Address of principal executive offices) (Zip Code)
904-281-2200
(Registrant's telephone number, including area code)
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Item 4. Changes in Registrant's Certifying Accountant.
(a)(1) Dismissal of previous independent accountants
(i) On May 26, 2000, the Company appointed Deloitte & Touche LLP
("Deloitte") as the Company's independent accountants and dismissed
PricewaterhouseCoopers LLP (PWC). Deloitte will audit the Company's consolidated
financial statements for the year ended December 31, 2000.
(ii) The reports of PWC on the Company's consolidated financial
statements for the years ended December 31, 1999 and December 31, 1998 contained
no adverse opinion or disclaimer of opinion and were not qualified or modified
as to uncertainty, audit scope or accounting principle except such opinion was
qualified as to "the Company has suffered recurring losses from operations and
has a net capital deficiency that raise substantial doubt about its ability to
continue as a going concern".
(iii) The Company's Board of Directors participated in, and approved
the decision to change independent accountants.
(iv) During the two most recent fiscal years and through May 26,
2000, there have been no disagreements with PWC 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 PWC would
have caused PWC to make reference thereto in their report on the financial
statements for such years.
(v) During the two most recent fiscal years and through May 26, 2000,
there have been no reportable events (as defined in Regulation S-K Items
304(a)(1)(v)).
(2) The Company engaged Deloitte as its new independent
accountants on May 26, 2000. During the two most recent fiscal years and through
May 26, 2000, the Company has not consulted with Deloitte 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 Company's consolidated financial statements, and either a written report was
provided to the Company or oral advice was provided that Deloitte concluded was
an important factor considered by the Company 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.
(3) The Company has requested that PWC 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 June 9, 2000, is filed as Exhibit 16.1 to this Form
8-K/A.
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Item 7. Financial Statements and Exhibits.
(c) Exhibits.
See Exhibit Index located on the page immediately following
the signature page.
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<PAGE>
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 hereunto duly authorized.
RIVERSIDE GROUP, INC.
Date: June 13, 2000 By: /s/ Catherine J. Gray
Catherine J. Gray
Senior Vice President
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<PAGE>
Exhibit Index
Exhibit No. Description
16.1 Letter dated June 9, 2000 from PricewaterhouseCoopers LLP
to the Securities and Exchange Commission.
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<PAGE>
Exhibit 16.1
June 9, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Commissioners:
We have read the statements made by Riverside Group, Inc. (copy attached), which
we understand will be filed with the Commission, pursuant to Item 4 of Form 8-K,
as part of the Company's Form 8-K, report dated May 31, 2000. We agree with the
statements concerning our Firm in such Form 8-K, except that the Company stated
our report was "qualified" and contained an explanatory paragraph related to
such qualifications. The paragraph in question is an "emphasis of a matter"
paragraph and is not a qualification to our opinion.
Very truly yours,
/s/ PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
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