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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) May 12, 2000
Transworld Healthcare, Inc.
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(Exact name of Registrant as specified in its charter)
New York
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(State or other jurisdiction of incorporation)
1-11570 13-3098275
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(Commission File Number) (I.R.S. Employer Identification No.)
555 Madison Avenue, New York New York 10022
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 750-0064
N/A
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(Former name or former address, if changed since last report.)
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ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANTS.
(a)(1) Previous Independent Accountants
(i) Effective May 12, 2000, Transworld Healthcare, Inc. (the
Registrant") dismissed PricewaterhouseCoopers LLP as the
Registrant's independent accountant.
(ii) The reports of PricewaterhouseCoopers LLP on the consolidated
financial statements for the past two fiscal years ended
September 30, 1999 and 1998 contained no 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 accountants was approved by both the
Registrant's Audit Committee and its Board of Directors.
(iv) As of May 12, 2000, the Registrant named a successor accounting
firm. (See (2) below.)
(v) In connection with its audits for the two most recent fiscal
years and through May 12, 2000, there have been 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 them to make reference thereto in their reports on the
consolidated financial statements for such years.
(vi) During the Registrant's two most recent fiscal years and through
May 12, 2000, there have been no reportable events (as defined
in Regulation S-K Item 304 (a)(1)(v).
(vii) The Registrant has provided PricewaterhouseCoopers LLP with a
copy of the disclosure it is making in response to Item 304(a)
of Regulation S-K. The Registrant has requested
PricewaterhouseCoopers LLP to furnish the Registrant with a
letter addressed to the Commission stating whether it agrees
with the statements made by the Registrant and, if not, stating
the respects in which it does not agree.
(2) Newly Engaged Independent Accountants
(i) On May 12, 2000, the Registrant engaged Ernst & Young LLP as its
new independent accountant. During the two years ended September
30, 1999 and during the subsequent period ended May 12, 2000,
neither the Registrant nor anyone on its behalf consulted Ernst
& Young LLP regarding (i) the application of accounting
principles to any transaction, either completed or proposed, or
(ii) the type of audit opinion that might be rendered by Ernst &
Young LLP on the Company's financial statements.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
16.1 Letter from PricewaterhouseCoopers LLP to the Securities and
Exchange Commission (to be filed by amendment).
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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 thereunto duly authorized.
Dated: May 16, 2000
TRANSWORLD HEALTHCARE, INC.
By: /s/ Wayne A. Palladino
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Wayne A. Palladino
Senior Vice President and Chief Financial
Officer (Principal Financial Officer and
Duly Authorized to Sign on Behalf of
Registrant)
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