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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 reported) April 3, 2002
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Advance Auto Parts, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 001-16797 54-2049910
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(State or other jurisdiction of (Commission File Number) (IRS Employer Identification No.)
incorporation)
5673 Airport Road, N.W., Roanoke, Virginia 24012
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (540) 362-4911
-----------------------------------------------------------------------
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(Former name or former address, if changed since last report.)
INFORMATION TO BE INCLUDED IN THE REPORT
Advance Auto Parts, Inc. ("Advance" or the "Company") hereby amends its
current report on Form 8-K (the "Form 8-K") originally filed with the Securities
and Exchange Commission on April 5, 2002 in order to clarify that the Company
dismissed Arthur Andersen LLP as its independent public accountants and state
that the Company has not had any disagreements with Arthur Andersen LLP for the
subsequent interim period from December 29, 2001 through April 3, 2002. Attached
as Exhibit 16.1 is a revised letter from Arthur Andersen LLP to the Securities
and Exchange Commission dated April 16, 2002, stating their agreement with the
statements in the disclosure set forth in this Form 8-K/A. There are no other
changes in the information previously reported in the Form 8-K.
Item 4. Changes in Registrant's Certifying Accountant.
On April 3, 2002, the Board of Directors of Advance, based on the
recommendation of its Audit Committee, dismissed its independent public
accountants, Arthur Andersen LLP ("Andersen"), and selected Deloitte & Touche
LLP ("Deloitte") as its new independent public accountants for 2002, subject to
Deloitte's completion of its customary client acceptance procedures. The
appointment of Deloitte will be submitted to Advance's stockholders for
ratification at Advance's 2002 Annual Meeting of Stockholders to be held on May
23, 2002.
During Advance's two most recent fiscal years ended December 29, 2001 and
December 30, 2000 and the subsequent interim period through April 3, 2002,
there were no disagreements between Advance and Andersen on any matter of
accounting principles or practices, financial statement disclosure, or auditing
scope or procedure which, if not resolved to Andersen's satisfaction, would have
caused Andersen to make reference to the matter of the disagreement in
connection with their reports. Andersen's reports on the Company's consolidated
financial statements for each of the years ended December 29, 2001 and
December 30, 2000, did not contain an adverse opinion or disclaimer of opinion,
nor were they qualified or modified as to uncertainty, audit scope or accounting
principles.
Advance provided Andersen with a copy of this disclosure. Attached as
Exhibit 16.1 is a copy of Andersen's letter to the Securities and Exchange
Commission, dated April 16, 2002, stating their agreement with the statements in
this disclosure.
None of the reportable events described under Item 304(a)(1)(v) of
Regulation S-K occurred within the two most recent fiscal years ended
December 29, 2001 and December 30, 2000 and the subsequent interim period
through April 3, 2002.
During the two most recent fiscal years ended December 29, 2001 and the
subsequent interim period through April 3, 2002, the Company did not consult
with Deloitte regarding any of the matters or events set forth in Item
304(a)(2)(i) and (ii) of Regulation S-K.
As required by Release 33-8070 of the SEC, on March 28, 2002, Advance
filed a letter addressed to the SEC as Exhibit 99.1 to Advance's annual report
on Form 10-K indicating that Andersen provided Advance with a representation
letter regarding Andersen's ability to comply with professional standards
regarding its audit of Advance's financial statements for the year ended
December 29, 2001.
Item 7. Financial Statements and Exhibits.
None.
(c) Exhibits.
Exhibit
Number Description
- ------- -----------
16.1 Letter of Arthur Andersen LLP dated April 16, 2002 regarding change
in certifying accountant
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.
Advance Auto Parts, Inc.
---------------------------------
(Registrant)
Date April 16, 2002 /s/ Jeffrey T. Gray
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Jeffrey T. Gray
Senior Vice President, Controller
and Assistant Secretary
EXHIBIT INDEX
Exhibit
Number
- ------- Description
-----------
16.1 Letter of Arthur Andersen LLP dated April 16, 2002 regarding change in
certifying accountant