SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
December 3, 2003
Date of Report (Date of earliest event reported)
PRESIDION CORPORATION
(Exact name of registrant as specified in its charter)
Florida 000-3149 65-0832987
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) file number) Identification No.)
755 W. Big Beaver, Suite 1700
Troy, MI 48084
(Address of principal executive offices)
(248)269-9600
(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. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On December 3, 2003, pursuant to a resolution of the Board of Directors,
Presidion Corporation (the "Company") appointed Follmer Rudzewicz PLC as the
Company's independent accountants to replace Ernst & Young LLP ("E&Y"), which
had previously served as the Company's independent accountants.
During the years ended December 31, 2002 and 2001 and through December 3, 2003,
the date of this report, Follmer Rudzewicz PLC has not been engaged as an
independent accountant to audit either the financial statements of the Company
or any of its subsidiaries, nor has it been consulted regarding the application
of accounting principles to any specified transaction, either completed or
proposed, or the type of audit opinion that might be rendered on the Company's
financial statements, or any matter that was the subject of a disagreement or
reportable event.
The report of E&Y on the financial statements for the years ended December 31,
2002 and 2001 did not include any adverse opinion or disclaimer of opinion, or
any qualification or modification as to uncertainty, audit scope or accounting
principles.
During the years ended December 31, 2002 and 2001 and through December 3, 2003,
the date of this report, there were no disagreements with E&Y on any matter of
accounting principles or practices, financial statement disclosure, or auditing
scope or procedure which, if not resolved to the satisfaction of E&Y, would have
caused it to make reference to the subject matter of such disagreement in their
reports on the financial statements for such years.
E&Y reported to management certain material weaknesses in the Company's
internal control systems necessary for the Company to develop reliable financial
statements.
Specifically, in connection with an audit of the Company's consolidated
financial statements for the year ended December 31, 2002, E&Y raised questions
to management with respect to the Company's internal controls over reconciling
certain bank accounts and preparing its financial statements on a timely basis.
The Company concurs with E&Y with respect to these matters and has implemented
corrective actions to improve the Company's internal controls with respect to
these matters.
The Company has authorized E&Y to respond fully to any inquiries of Follmer
Rudzewicz PLC.
Except as stated above, there are no other reportable events as defined in
Regulation S-K Item 304(a)(1)(v) that E&Y advised the Company of during the
period of E&Y's engagement.
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 mentioned statements. A copy of such letter, dated December 3, 2003, is
filed as an Exhibit to this Form 8-K.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits:
16.1 Letter from Ernst & Young LLP to the Securities and Exchange Commission
dated December 5, 2003.
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.
Presidion Corporation
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Date: December 5, 2003 Registrant
/S/ Craig A. Vanderburg
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Craig A. Vanderburg,
President and Chief Executive
Officer/ Acting Chief Financial
Officer
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EXHIBIT INDEX
16.1 Letter from Ernst & Young LLP to the Securities and Exchange
Commission dated December 5, 2003.