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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) FEBRUARY 26, 1999
SENSORMATIC ELECTRONICS CORPORATION
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(Exact name of Registrant as specified in its charter)
DELAWARE 1-10739
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(State or other jurisdiction of incorporation) (Commission File Number)
951 YAMATO ROAD, BOCA RATON, FLORIDA 33431-0700
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(Address of principal executive offices) (Zip Code)
(561) 989-7000
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(Registrant's telephone number, including area code)
NOT APPLICABLE
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(Former name or former address, if changed since last report)
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Item 4. CHANGES IN THE COMPANY'S CERTIFYING ACCOUNTANTS
(a) Previous Independent Accountants
(i) Sensormatic Electronics Corporation (the "Company")
advised representatives of Ernst & Young LLP ("Ernst & Young") that their firm
would no longer be engaged as the independent accountants to audit the Company's
financial statements for the fiscal year ending June 30, 1999 and terminated the
relationship effective February 26, 1999.
(ii) Ernst & Young's reports on the financial statements for
the past two fiscal years did not contain any adverse opinion or disclaimer of
opinion and were not qualified or modified as to uncertainty, audit scope or
accounting principles.
(iii) The decision to change the accountants was recommended
by the Company's management and approved by the Audit Committee of the Board of
Directors and the Board of Directors of the Company.
(iv) In connection with its audits for the two most recent
fiscal years ended June 30, 1998 and during the subsequent interim periods,
there have been no disagreements with Ernst & Young on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure which disagreement, if not resolved to the satisfaction of Ernst &
Young, would have caused it to make a reference to the subject matter of the
disagreement in connection with its report.
(v) During the Company's two most recent fiscal years, and
during the subsequent interim periods, no "reportable events" (as described in
Item 304 (a) (1) (v) of Regulation S-K) have occurred.
(vi) A letter from Ernst & Young addressed to the Securities
and Exchange Commission ("SEC") stating that Ernst & Young agrees with the
statements made by the Company above in response to Item 304 of Regulation S-K
is included as an Exhibit to this Form 8-K.
(b) New Independent Accountants
(i) The Company engaged PricewaterhouseCoopers as its new
independent accountants effective February 26, 1999. During the two most recent
fiscal years and through February 26, 1999, the Company has not consulted with
PricewaterhouseCoopers concerning the Company's financial statements, including
the application of accounting principles to a specified transaction (proposed or
completed) or the type of audit opinion that might be rendered on the Company's
financial statements or any matter that was either the subject of a
"disagreement" or "reportable event" (as such terms are defined in Item 304 of
Regulation S-K) with the previous independent accountants.
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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.
SENSORMATIC ELECTRONICS CORPORATION
(Registrant)
Date: March 2, 1999 By: /s/ Garrett E. Pierce
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Garrett E. Pierce
Senior Vice President, Chief
Administrative Officer and
Chief Financial Officer
(Principal Financial Officer)
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EXHIBIT NO. DESCRIPTION
16 Letter dated March 2, 1999 from Ernst and Young LLP related
to the change in certifying accountants
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ERNST & YOUNG LLP * CERTIFIED PUBLIC ACCOUNTANTS * Phone: 305 358-4111
Suite 3900
200 South Biscayne Boulevard
Miami, Florida 33131-5313
Exhibit 16
March 2, 1999
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
Gentlemen:
We have read Item 4 of Form 8-K dated March 2, 1999 of Sensormatic Electronics
Corporation and are in agreement with the statements contained in paragraphs
(i), (ii), (iv), and (v) of Item 4, Section (a) "Previous Independent
Accountants" on page 2 therein. We have no basis to agree or disagree with the
other statements of the registrant contained therein.
Very truly yours,
ERNST & YOUNG LLP
Ernst & Young LLP is a member of Ernst & Young International, Ltd.
