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): June 13, 2002
99(CENT)ONLY STORES
(Exact Name of Registrant as Specified in Charter)
California 1-11735 95-2411605
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
4000 East Union Pacific Avenue
City of Commerce, California 90023
(Address of Principal Executive Offices)
(323) 980-8145
(Registrant's Telephone Number)
ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT
PREVIOUS INDEPENDENT AUDITORS
As of June 13, 2002, upon the recommendation of the Audit Committee of
99(cent) Only Stores (the "Company"), the Board of Directors of the Company
dismissed Arthur Andersen LLP ("Andersen") as the Company's independent
auditors. Arthur Andersen has served as the Company's independent auditors since
1989.
Andersen's reports on the consolidated financial statements of the Company
and its subsidiaries for the two most recent fiscal years ended December 31,
2001 did not contain any adverse opinion or disclaimer of opinion, nor were such
reports qualified or modified as to uncertainty, audit scope or accounting
principles.
During the Company's two most recent fiscal years ended December 31, 2001
and the subsequent interim period through June 13, 2002, there were: (i) no
disagreements between the Company and Andersen on any matters of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure which, if not resolved to Andersen's satisfaction, would have caused
them to make reference to the subject matter of the disagreement in connection
with their reports on the Company's consolidated financial statements for such
years; and (ii) no "reportable events" as defined in Item 304(a)(1)(v) of
Regulation S-K.
The Company provided Andersen with a copy of the foregoing disclosures.
Attached as Exhibit 16 is a copy of Andersen's letter, dated June 13, 2002,
stating its agreement with such statements.
NEW INDEPENDENT AUDITORS
On June 13, 2002, the Company engaged Pricewaterhouse Coopers LLP ("PWC")
as its independent auditors to audit its financial statements for the fiscal
year ending December 31, 2002. The decision to engage PWC was recommended by the
Company's Audit Committee and approved by its Board of Directors.
During the Company's two most recent fiscal years ended December 31, 2001
and the subsequent interim period through June 13, 2002, the Company did not
consult with PWC with respect to 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 consolidated financial
statements, or any other matters or reportable events as set forth in Items
304(a)(2)(i) and (ii) of Regulation S-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Exhibit 16 Letter from Arthur Andersen LLP to the Securities and
Exchange Commission dated June 13, 2002
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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.
June 13, 2002 99(cent)ONLY STORES
By: /S/ ANDREW FARINA
--------------------------------
Andrew Farina
Chief Financial Officer
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EXHIBIT INDEX
EXHIBITS
16 Letter from Arthur Andersen LLP to the Securities and Exchange
Commission dated June 13, 2002
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