SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 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): July 13, 2001
Elizabeth Arden, Inc.
(Exact name of registrant as specified in its charter)
Florida 1-6370 59-0914138
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification
Number)
14100 N.W. 60th Avenue
Miami Lakes, Florida 33014
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (305)818-8000
(Former name or former address, if changed since last report)
ITEM 4. Changes In Registrant's Certifying Accountant
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(a) Previous independent accountants
(i) On July 11, 2001, the Board of Directors of Elizabeth
Arden, Inc. (the "Company") decided not to reappoint Deloitte &
Touche LLP ("D&T") as its independent accountant to audit the
Company's financial statements for the fiscal year ended January
31, 2002 and the client-auditor relationship with D&T will be
terminated effective July 12, 2001 (the "Effective Date"). The
Audit Committee of the Board of Directors of the Company (the
"Board") recommended this decision to the Board and the Board
approved the decision.
(ii) The reports of D&T on the financial statements of the
Company for the past two fiscal years ended January 31, 2001
contained no adverse opinion or disclaimer of opinion and were
not qualified or modified as to uncertainty, audit scope or
accounting principle.
(iii) In connection with its audits for the Company's two most
recent fiscal years and through July 11, 2001, there have been no
disagreements with D&T 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 D&T would have caused them to make reference
thereto in their report on the financial statements for such
years.
(iv) During the Company's two most recent fiscal years and
through July 11, 2001, there have been no reportable events (as
defined in Regulation S-K Item 304(a)(1)(v)(A) through (D)).
(v) The Company requested that D&T 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 July 17, 2001, is filed as Exhibit 16 to
this Form 8-K.
(b) New independent accountants
(i) On July 11, 2001, the Board appointed
PricewaterhouseCoopers LLP ("PwC") as its independent accountant
and to audit the Company's financial statements for the fiscal
year ended January 31, 2002 effective on July 20, 2001. The
Audit Committee of the Board recommended this decision to the
Board and the Board approved the decision.
The Board will submit its decision for ratification by the
shareholders of the Company during the Company's annual meeting
of shareholders to be held in September.
(ii) Prior to their engagement as the Company's new independent
accountants, PwC were the auditors of the worldwide Elizabeth
Arden fragrance, cosmetic and skin care business that was
acquired by the Company in January 2001 (the "Elizabeth Arden
Business"). The decision to change independent accountants was
primarily based on PwC's in-depth knowledge of the Elizabeth
Arden Business, including its international operations.
(iii) During the Company's two most recent fiscal years and
through July 11, 2001, the Company has not consulted with PwC
regarding either (i) the application of accounting principles to
a specified transaction, either completed or proposed; or the
type of audit opinion that might be rendered on the Company's
financial statements, and either a written report was provided to
the Company or oral advice was provided that PwC concluded was an
important factor considered by the Company in reaching a
decision as to the accounting, auditing or financial reporting
issue; or (ii) any matter that was either the subject of a
disagreement, as that term is defined in Item 304(a)(1)(iv) of
Regulation S-K and the related instructions to Item 304 of
Regulation S-K, or a reportable event, as that term is defined in
Item 304(a)(1)(v) of Regulation S-K.
ITEM 7. Financial Statements and Exhibits
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(c) Exhibits
16 Letter re: change in certifying accountant (filed
herewith).
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.
Date: July 20, 2001 ELIZABETH ARDEN, INC.
/s/ Stephen J. Smith
--------------------
By: Stephen J. Smith
Title: Executive Vice President and
Chief Financial Officer
ELIZABETH ARDEN, INC.
FORM 8-K
CURRENT REPORT
Exhibit Index
Exhibit No. Description Page
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(16) Letter re: change in certifying accountant 5