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) MAY 12, 1997
BRAZOS SPORTSWEAR, INC.
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
0-18054 91-1770931
(Commission File Number) (IRS Employer Identification No.)
3860 VIRGINIA AVENUE, CINCINNATI, OHIO 45227
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (513) 272-3600
- --------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
1 of 3 Pages
<PAGE>
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On May 12, 1997, Brazos Sportswear, Inc. ("Brazos") determined, pursuant
to the authority and approval of Brazos' board of directors, to dismiss Price
Waterhouse LLP ("Price Waterhouse"), Brazos' independent accountants, who were
previously engaged as the independent accountant to audit the financial
statements of Brazos. Price Waterhouse's report on Brazos' financial statements
for each of the last two fiscal years did not contain an adverse opinion or a
disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit
scope, or accounting principles. During Brazos' two most recent fiscal years and
subsequent interim period preceding the replacement of Price Waterhouse, there
were no disagreements with Price Waterhouse on any matters of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure, which disagreement(s), if not resolved to the satisfaction of Price
Waterhouse, would have caused them to make a reference to the subject matter of
the disagreement(s) in connection with its report. Brazos has authorized Price
Waterhouse to respond fully to any inquiries by Arthur Andersen LLP.
A letter from Price Waterhouse to the Securities Exchange Commission
pursuant to Regulation S-K, Item 304(a)(3) has been included as Exhibit 16.1 to
this Form 8-K.
On May 12, 1997, pursuant to the authority and approval of Brazos'
board of directors, Arthur Andersen LLP ("Arthur Andersen") was selected as
Brazos' independent accountants to audit the consolidated statements of Brazos
for fiscal 1997. Arthur Andersen was previously engaged as the independent
accountant to audit the consolidated financial statements of BSI Holdings, Inc.
("BSI").
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
a. FINANCIAL STATEMENTS OF BUSINESS ACQUIRED
Not Applicable.
b. PRO FORMA FINANCIAL INFORMATION
Not Applicable.
c. EXHIBITS
16.1 Letter from Price Waterhouse LLP to the Securities
Exchange Commission dated May 12, 1997, regarding its
agreement with statements made in Item 4 of this current
report on Form 8-K.
ITEM 8. CHANGE IN FISCAL YEAR
The Company decided to change its fiscal year effective in fiscal 1997,
from twelve monthly periods with the fiscal year ending on December 31 to a
52-53 week accounting period ending on the last Saturday of December.
Accordingly, under the new fiscal year, the Company's quarters will each be
comprised of thirteen weeks. Formerly, the Company's quarters were comprised of
three calendar months ending March 31, June 30, September 30 and December 31.
Pursuant to Rule 13(a)-10(d), no transition report is required to be filed. The
first SEC report affected by this change will be the 10-Q Report for the first
quarter of 1997 ending on March 29, 1997.
2 of 3 Pages
<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.
BRAZOS SPORTSWEAR, INC.
By: /s/F. CLAYTON CHAMBERS
F. Clayton Chambers
VICE PRESIDENT AND CHIEF FINANCIAL OFFICER
Date: May 12, 1997
3 of 3 Pages
EXHIBIT 16.1
May 12, 1997
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Ladies and Gentlemen:
Brazos Sportswear, Inc.
We have read Item 4 of Brazos Sportswear, Inc.'s Form 8-K dated May 12,
1997 and are in agreement with the statements contained in the first paragraph
of item 4 therein.
Very truly yours,
PRICE WATERHOUSE LLP
