SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report: January 10, 2000
(Date of Earliest Event Reported)
MACE SECURITY INTERNATIONAL, INC.
(Exact name of Registrant as Specified in its Charter)
Delaware
(State of Incorporation)
0-22810
(Commission File Number)
03-0311630
(IRS Employer Identification No.)
1000 Crawford Place, Suite 400, Mount Laurel, New Jersey 08054
(Address of Principal Executive Offices)
(856) 778-2300
(Registrant's Telephone Number)
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ITEM 4. Change in Registrant's Certifying Accountant.
The firm of Ernst & Young LLP has served as the independent accountants of
Mace Security International, Inc. and subsidiaries (the "Company") since May
of 1999 and have issued an opinion with respect to the audit of the
consolidated balance sheet of the Company as of December 31, 1998 and the
related consolidated statements of operations, stockholders' equity, and cash
flows for each of the two years in the period ended December 31, 1998, as
restated for three pooling of interest acquisitions completed in 1999. On
January 10, 2000, the Company was advised by a letter dated January 7, 2000
that Ernst & Young LLP resigned as the Company's independent accountants as a
result of a business conflict.
The reports of Ernst & Young LLP on the Company's consolidated financial
statements as restated for the two years ended December 31, 1998 did not
contain any adverse opinion or disclaimer of opinion, or modification or
qualification as to uncertainty, audit scope or accounting principles. In
connection with its audits for the two most recent years and for the interim
period through January 10, 2000, there have been no disagreements between the
Company and Ernst & Young 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 Ernst & Young
LLP, would have caused them to make reference thereto in their report on the
Company's consolidated financial statements for such years. During the two
most recent years and through September 30, 1999, there have been no
reportable disagreements or events (as defined in Item 304(a)(1)(iv) of
Regulation S-B of the Securities and Exchange Commission (the "Commission")).
Ernst & Young LLP confirmed to the Company that their relationship was being
ceased as a result of a business conflict as a result of pending litigation
between two clients and the focus of part of that litigation on financial
statements of another client that Ernst & Young LLP audited.
The Company has provided Ernst & Young LLP with a copy of the above
statements and has requested that Ernst & Young LLP furnish it with a letter
addressed to the Commission stating whether or not it agrees with the above
statements. A copy of such letter dated February 11, 2000 is included in this
Report as Exhibit 16.
The Company has selected the international accounting firm of Grant Thornton
LLP to serve as the Company's new independent accountants. Grant Thornton LLP
has not consulted or performed any work for the Company in the last two
years.
ITEM 7.
(c) Exhibits.
Exhibit Number Description of Exhibit
Exhibit 16 Letter dated February 11, 2000 of Ernst & Young LLP
2
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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.
MACE SECURITY INTERNATIONAL, INC.
Date: February 11, 2000 By: /s/ Gregory M. Krzemien
-----------------------
Gregory M. Krzemien
Chief Financial Officer and Treasurer
3
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EXHIBIT INDEX
Exhibit Number Description of Exhibit
16 Letter dated February 11, 2000 of Ernst & Young LLP
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Exhibit 16
February 11, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Commissioners:
We have read Item 4 of Form 8-K/A dated February 11, 2000 of Mace Security
International, Inc. and are in agreement with the statements contained in the
first three paragraphs on page 2 therein. We have no basis to agree or
disagree with other statements of the registrant contained therein.
/s/ Ernst & Young LLP
