SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) December 21, 1999
IOS CAPITAL, INC.
(Exact name of registrant as specified in its charter)
DELAWARE File No. 0-20405 23-2493042
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification
Number)
1738 Bass Road, Macon, Georgia 31210
(Address of principal executive offices) (Zip Code)
(912) 471-2300
Registrant's telephone number, including area code:
Not Applicable
(Former name or former address, if changed since last report)
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Item 4. Change in Registrant's Certifying Accountants.
1. On December 15, 1999, the Board of Directors of IOS Capital, Inc. (the
"Company") approved the engagement of PricewaterhouseCoopers LLP ("PWC") as its
independent auditors for the fiscal year ending September 30, 2000 to replace
the firm of Ernst & Young LLP ("E&Y") who were dismissed as auditors of the
Company effective December 28, 1999.
2. The reports of E&Y on the Company's consolidated financial statements
for the past two fiscal years did not contain an adverse opinion or disclaimer
of opinion and were not qualified or modified as to uncertainty, audit scope or
accounting principles.
3. In connection with the audits of the Company's financial statements for
the Company's fiscal years ended September 30, 1999 and 1998, and the subsequent
interim period through December 28, 1999, (x) there were no disagreements with
E&Y on any matters of accounting principles or practices, financial statement
disclosure or auditing scope or procedure, which disagreements, if not resolved
to the satisfaction of E&Y, would have caused E&Y to make a reference to the
matter of the disagreements in connection with its reports in the financial
statements for such years and (y) there were no "reportable events" as that term
is described in Item 304(a)(1)(v) of Regulation S-K.
4. The Company has requested that E&Y furnish it with a letter addressed
to the Securities and Exchange Commission stating whether or not it agrees with
the above statements. A copy of such letter dated January 5, 2000 is filed as
Exhibit 16.1 to this Form 8-K/A.
5. During the two most recent fiscal years, the Company has not consulted
PWC regarding: (1) the application of accounting principles to a specified
transaction, either completed or proposed; (2) the type of audit opinion that
might be rendered on the Company's financial statements, and in no case was a
written report provided to the Company nor was oral advice provided that the
Company concluded was an important factor in reaching a decision as to an
accounting, auditing or financial reporting issue; or (3) any matter concerning
a disagreement, as that term is defined in 304(a)(1)(iv) of Regulation S-K and
the related instructions to Item 304 of Regulation S-K, or a reportable event
with the former auditor (as described in Regulation S-K Item 304(a)(1)(v)).
<PAGE>
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) The following exhibits are furnished in accordance with the provisions of
Item 601 of Regulation S-K:
(16.1) Letter from Ernst & Young LLP dated January 5, 2000 pursuant to
Item 304(a)(3).
<PAGE>
SIGNATURE
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.
IOS CAPITAL, INC.
By: /s/ HARRY KOZEE
------------------------------
Harry Kozee
Vice President - Finance
Dated: January 5, 2000
EXHIBIT 16.1
January 5, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington D.C. 20549
Gentlemen:
We have read Item 4 of Form 8-K/A dated January 5, 2000 of IOS Capital, Inc.
and are in agreement with the statements contained in paragraphs 2., 3. and 4.
therein. We have no basis to agree or disagree with other statements of the
registrant contained therein.
/s/ Ernst & Young LLP
