SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): June 8, 2000
VALENCE TECHNOLOGY, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 0-20028 77-0214673
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification Number)
301 Conestoga Way
Henderson, NV 89015
(Address of Principal Executive Offices) (Zip Code)
(702) 558-1000
(Registrant's telephone number, including area code)
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ITEM 4: CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
On June 8, 2000, PricewaterhouseCoopers LLP ("PricewaterhouseCoopers")
resigned as the independent accountants of Valence Technology, Inc. (the
"Company" or the "Registrant"), after PricewaterhouseCoopers determined that
they did not meet the requirements for independence in order to audit the
Company's consolidated financial statements at March 31, 2000 and for the year
then ended. It recently came to the attention of PricewaterhouseCoopers that the
extent of bookkeeping and payroll services provided by an overseas office of
PricewaterhouseCoopers exceeded the amount of such services allowed under the
Securities and Exchange Commission's ("SEC") independence policies. The decision
to change accountants was not recommended or approved by either the Board of
Directors or the Audit Committee of the Registrant.
In connection with the Company's audits for the two most recent fiscal
years and through June 8, 2000, there have been no disagreements with
PricewaterhouseCoopers 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
would have caused them to make reference thereto in their report on the
financial statements for such years. The reports of PricewaterhouseCoopers on
the Company's 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 principles, except that their reports
for the past two fiscal years included an explanatory paragraph regarding
substantial doubt about the Company's ability to continue as a going concern.
The Company has provided a copy of this disclosure to
PricewaterhouseCoopers and has requested that PricewaterhouseCoopers furnish it
with a letter addressed to the SEC stating whether or not PricewaterhouseCoopers
agrees with the above statements, and if not, stating the respects in which
PricewaterhouseCoopers does not agree. A copy of such letter, dated June 14,
2000, is filed as Exhibit 16.1 to this Form 8-K.
On June 12, 2000, the Company engaged DeLoitte & Touche LLP as its new
independent accountants (the "New Accounting Firm") to audit the Company's
consolidated financial statements at March 31, 2000 and for the year then ended.
During the two most recent fiscal years and the subsequent interim period prior
to the engagement of the New Accoutning Firm, the New Accounting Firm has not
been engaged as either the principal accountant of the Registrant to audit its
financial statements or of any significant subsidiary, nor has the Registrant
consulted with the New Accounting Firm regarding any of the matters listed in
Regulation S-K Items 304(a)(2)(i) or (ii).
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Letter from PricewaterhouseCoopers LLP to SEC dated June 14, 2000.
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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.
June 14, 2000 VALENCE TECHNOLOGY, INC
By: /S/ JAY L. KING
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Jay L. King
Vice President and
Chief Financial Officer
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EXHIBIT INDEX
EXHIBITS
16.1 Letter from PricewaterhouseCoopers LLP to SEC dated June 14, 2000.
