U.S. 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): November 26, 1999
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@ENTERTAINMENT, INC.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware 000-22877 06-1487156
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(State or other jurisdiction of (Commission File Number) ( I.R.S. Employer
incorporation or organization) Identification Number)
One Commercial Plaza
Hartford, Connecticut 06103-3585
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(Address, including zip code, of Principal Executive Office)
(860) 549-1674
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Item 4. Changes in Registrant's Certifying Account
(a) Previous independent accountant:
(i) On November 17, 1999, @Entertainment, Inc. (the "Registrant" or
the "Company") notified KPMG Polska Sp. z o.o. ("KPMG") by
telephone of its intent to dismiss KPMG as its independent
accountants, and on the same date KPMG sent a letter to the
Registrant, with a copy to the Chief Accountant at the Securities
and Exchange Commission, acknowledging such dismissal. On November
26, 1999, the Registrant sent a letter to KPMG formally dismissing
KPMG as its independent accountants.
(ii) The report of KPMG Polska Sp. z o.o. on the Registrant's financial
statements for the fiscal years ended December 31, 1997 and 1998
contained no adverse opinion or disclaimer of opinion and was not
qualified or modified as to uncertainty, audit scope or accounting
principle.
(iii) The Registrant's Board of Directors participated in and approved the
decision to change independent accountants.
(iv) In connection with its audits for the fiscal years ended December 31,
1997 and 1998 and the relationship through the date of the dismissal,
there have been no disagreements with KPMG 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 KPMG would have caused them to make reference
thereto in their report on the financial statements for such fiscal
years.
(v) In a letter dated March 31, 1999 to the Company's Board of Directors
following its 1998 audit, KPMG commented on certain matters involving
the internal control structure and operation of the Registrant,
including:
(i) the need for more experience and resources in the financial
reporting area;
(ii) the need for an effective internal audit department;
(iii) problems in the translation of Polish zloty balances and
transactions into U.S. dollars;
(iv) problems with financial statements of certain subsidiaries
and affiliates presented for consolidation; and
(v) other control weaknesses involving currency translations,
monthly reconciliations and other matters that should have
been resolved prior to being presented for consolidation
and audit purposes.
Certain members of management, including a member of the
Registrant's Board of Directors, discussed the subject matter of certain
of these issues with KPMG. The Registrant intends to continue addressing
these issues, and the Registrant has authorized KPMG to respond fully
to the inquiries of the successor accountant concerning such events.
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(vi) The Registrant has requested that KPMG 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 December 2, 1999, is filed as an Exhibit to this Form 8-K.
(b) New independent accountant:
(i) The Registrant engaged Arthur Andersen Sp. z o.o. ("Arthur Andersen")
as its new independent accountant as of November 30, 1999. During
the two most recent fiscal years and through November 26, 1999, the
Registrant has not consulted with Arthur Andersen 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 Registrant's financial
statements (and no written report or oral advice has been provided to
the Registrant by Arthur Andersen on an 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
(c) Exhibits
The following exhibit is filed as part of this report:
Exhibit
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(16) Letter from KPMG Polska Sp. z o.o.
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SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934, the
Registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Date: December 2, 1999. @ENTERTAINMENT, INC.
By: /s/ Ray Samuelson
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Director of Finance and Accounting, Chief
Financial Officer and Director
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Securities and Exchange Commission
Washington, D.C. 20549
December 2, 1999
Ladies and Gentlemen:
We were previously independent accountants for @Entertainment, Inc. and,
under the date of March 29, 1999, we reported on the consolidated financial
statements of @Entertainment, Inc. and subsidiaries as of December 31, 1998
and 1997 and for the years ended December 31, 1998, 1997 and 1996. On
November 17, 1999, @Entertainment, Inc. notified us by telephone of its
intent to dismiss us as its independent accountants, and on that date, we
sent a letter to @Entertainment, Inc. acknowledging this dismissal. On
November 26, 1999, we received a letter from @Entertainment, Inc. formally
dismissing us as its independent accountants. We have read @Entertainment,
Inc.'s statements included under Item 4 of its Form 8-K dated December 2,
1999, and we agree with such statements, except that we are not in a position
to agree or disagree with @Entertainment, Inc.'s statement that (i) the Board
of Directors participated in and approved the decision to change independent
accountants and (ii) through November 26, 1999, @Entertainment, Inc. has not
consulted with Arthur Andersen Sp. z o.o. regarding either (a) the
application of accounting principles to a specified transaction, either
completed or proposed, or the type of audit opinion that might be rendered on
@Entertainment, Inc.'s financial statements or (b) any matter that was either
the subject of a disagreement, as that term is defined in Item 304(a)(l)(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)(l)(v) of
Regulation S-K.
Very truly yours,
/s/ KPMG Polska Sp. z o.o.