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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) - NOVEMBER 18, 1999
COMMISSION FILE NUMBER 1-10857
THE WARNACO GROUP, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 95-4032739
(STATE OR OTHER JURISDICTION (I.R.S. EMPLOYER
OF INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
90 PARK AVENUE
NEW YORK, NEW YORK 10016
(ADDRESS OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)
(212) 661-1300
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
COPIES OF ALL COMMUNICATIONS TO:
THE WARNACO GROUP, INC.
90 PARK AVENUE
NEW YORK, NEW YORK 10016
ATTENTION: VICE PRESIDENT AND GENERAL COUNSEL
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Item 4. Changes in Registrant's Certifying Accountant.
Pursuant to Item 304(a) of Regulation S-K, the Company reports the
following:
(a) Previous Independent Accountants
(i) and (iii) - On November 18, 1999, the Audit Committee of the
Board of Directors approved the appointment of Deloitte &
Touche LLP as its independent auditors for fiscal 1999.
PricewaterhouseCoopers LLP, the Company's previous auditors,
were dismissed.
(ii) The reports of PricewaterhouseCoopers LLP on the financial
statements for the last two fiscal years contained no
adverse opinion or disclaimer of opinion, and were not
qualified or modified as to uncertainty, audit scope or
accounting principles.
(iv) In connection with its audits for the two most recent fiscal
years and through November 18, 1999, there were 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
PricewaterhouseCoopers LLP to make reference thereto in
their report on the consolidated financial statements for
such years.
(v) During the two most recent fiscal years and through November
18, 1999, there have been no reportable events (as defined
in Item 304(a)(l)(v) of Regulation S-K.), except that in
connection with the audit of the fiscal 1998 consolidated
financial statements, PricewaterhouseCoopers LLP informed
management that the intimate apparel division manufacturing
cost system may not function to reduce to a relatively low
level the risk that errors may occur and not be detected
within a timely period. The Company took actions in fiscal
1998 which it believes have effectively addressed these
matters.
(vi) The Registrant has requested and PricewaterhouseCoopers LLP has
furnished it with a letter addressed to the Securities and
Exchange Commission (the "SEC") stating whether or not it
agrees with the above statements. Such letter dated November
26, 1999 is filed as an exhibit to this Form 8-K.
(b) New Independent Accountants
The Registrant engaged Deloitte & Touche LLP as its new independent
accountants on November 18, 1999. During the two most recent fiscal
years and through November 18, 1999, the Registrant has not consulted
with Deloitte & Touche LLP on any of the matters or events set forth
in Item 304(a) 2(i) and (ii) of Regulation S-K.
Exhibits.
16.1 Letter of PricewaterhouseCoopers LLP
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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 hereunto duly authorized.
THE WARNACO GROUP, INC.
Date: November 26, 1999
By: /s/ STANLEY P. SILVERSTEIN
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Stanley P. Silverstein
Vice President, General Counsel
And Secretary
PRICEWATERHOUSECOOPERS
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PricewaterhouseCoopers LLP
1301 Avenue of the Americas
New York, NY 10019-6013
Telephone: (212) 259-1000
Facsimile: (212) 259-1301
November 26, 1999
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
Commissioners:
We have read the statements by The Warnaco 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 dated November 26, 1999. We
agree with the statements concerning our Firm in such Form 8-K. We have no
basis to address the comments included in Item 4(b) of the Form 8-K with
respect to the Company's consultations with other independent accountants.
Very truly yours,
PricewaterhouseCoopers LLP
