SECURITIES & EXCHANGE COMMISSION
WASHINGTON, D.C. 20449
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) May 1, 2001
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Delta Apparel, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Georgia
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(State or Other Jurisdiction
of Incorporation)
1-15583 58-2508794
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(Commission File Number) (IRS Employer Identification No.)
2750 Premiere Parkway, Suite 100, Duluth, Georgia 30097
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(Address of Principal Executive Offices) (Zip Code)
(678) 775-6900
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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)
Copies to:
Eric B. Amstutz and Eric K. Graben
Wyche, Burgess, Freeman & Parham, P.A.
44 East Camperdown Way (29601)
P.O. Box 728
Greenville, SC 29602-0728
(864) 242-8200
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On May 1, 2001, the Company dismissed KPMG LLP ("KPMG") as its independent
accounting firm to audit the Company's financial statements and retained Ernst &
Young LLP ("Ernst & Young") to serve as the Company's independent accounting
firm to audit the Company's financial statements, beginning with the Company's
financial statements for the fiscal year ending June 30, 2001. The decision to
change the Company's independent accountants was made by the Company's board of
directors upon the recommendation of the audit committee of the Company's board
of directors.
The Company's audit committee recommended, and the Company's board
authorized, the change in the Company's independent accounting firm because KPMG
had informed the Company that KPMG expects the Company as a publicly-held audit
client to carry directors' and officers' insurance. The Company has not decided
whether or not to have directors' and officers' insurance. KPMG informed the
Company that it would re-evaluate annually whether to stand for election as the
Company's independent auditors based on various risk factors, including the
availability or lack thereof of directors' and officers' insurance. As a result,
the Company had no assurance that KPMG would continue to serve as the Company's
independent accounting firm for any period following fiscal year 2001.
No report by KPMG on any financial statements of the Company contained an
adverse opinion or a disclaimer of opinion, or was qualified or modified as to
uncertainty, audit scope, or accounting principles. The Company has had no
disagreement with KPMG on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure, which
disagreement, if not resolved to the satisfaction of KPMG, would have caused
KPMG to make reference to the subject matter of the disagreement in connection
with any report by KPMG.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
16.1 Letter from KPMG LLP dated May 7, 2001 re Change in
Certifying Accountants.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
DELTA APPAREL, INC.
Date: May 8, 2001 By: /s/ Herbert M. Mueller
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Herbert M. Mueller
Vice President & Chief Financial
Officer