SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
AMENDMENT NO. 1 TO
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2001
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
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Commission file Number 333-16867
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Outsourcing Solutions Inc.
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(Exact name of registrant as specified in its charter)
Delaware 58-2197161
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(State or other jurisdiction of (I.R.S. Employer Identification Number)
incorporation or organization)
390 South Woods Mill Road, Suite 350
Chesterfield, Missouri 63017
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(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (314) 576-0022
Securities registered pursuant to Section 12(b) of the Act:
Title of each Class Name of each exchange on which registered
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None None
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
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Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [X]
The aggregate market value of the voting stock held by non-affiliates of the
registrant is not determinable, as the stock is not publicly traded.
APPLICABLE ONLY TO CORPORATE REGISTRANTS: As of April 10, 2002, the following
shares of the Registrant's common stock were issued and outstanding:
Senior common stock 489,795.93
Voting common stock 6,088,479.30
Non-voting common stock 480,321.30
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7,058,596.53
DOCUMENTS INCORPORATED BY REFERENCE: None
EXPLANATORY NOTE: This amendment is being filed because the phrase "after the
restatement described in Note 2" was inadvertently omitted from the Report of
Independent Accountants by PricewaterhouseCoopers LLP, dated March 22, 2002,
included in Item 14(a)1 of Part IV. The corrected Report of Independent
Accountants is included herein and the remaining portions of the registrant's
Form 10-K for the year ended December 31, 2001, filed April 15, 2002, are not
being amended.
Report of Independent Accountants
To the Stockholders and Board of Directors of Outsourcing Solutions Inc.:
In our opinion, the consolidated financial statements listed in the index
appearing under Item 14(a)(1) on page 44 after the restatement described in Note
2, present fairly, in all material respects, the financial position of
Outsourcing Solutions Inc. and its subsidiaries as of December 31, 2001 and
2000, and the results of their operations and their cash flows for each of the
two years in the period ended December 31, 2001 in conformity with accounting
principles generally accepted in the United States of America. In addition, in
our opinion, the financial statement schedule listed in the index appearing
under Item 14(a)(2) on page 44 presents fairly, in all material respects, the
information set forth therein when read in conjunction with the related
consolidated financial statements. These financial statements are the
responsibility of the Company's management; our responsibility is to express an
opinion on these financial statements based on our audits. We conducted our
audits of these statements in accordance with auditing standards generally
accepted in the United States of America, which require that we plan and perform
the audit to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements,
assessing the accounting principles used and significant estimates made by
management, and evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion. The
consolidated financial statements of the Company for the year ended December 31,
1999 were audited by other independent accountants whose report dated March 28,
2000 expressed an unqualified opinion on those statements.
/s/ PricewaterhouseCoopers LLP
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PricewaterhouseCoopers LLP
March 22, 2002,
except for Notes 2, 22 and 24 which are as of April 12, 2002
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
OUTSOURCING SOLUTIONS INC.
/s/Gary L. Weller
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Gary L. Weller
Executive Vice President and
Chief Financial Officer
DATE: May 10, 2002