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): April 24, 2006
KIRKLANDS, INC.
(Exact Name of Issuer as Specified in Charter)
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Tennessee
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000-49885
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62-1287151 |
(State or Other Jurisdiction
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(Commission File Number)
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(I.R.S. Employer |
of Incorporation or
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Identification Number) |
Organization) |
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805 North Parkway
Jackson, Tennessee 38305
(Address of Principal Executive Offices)
(731) 668-2444
(Registrants Telephone Number, Including Area Code)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
TABLE OF CONTENTS
Item 4.01 Changes in Registrants Certifying Accountant
On April 24, 2006, Kirklands, Inc. (the Company) dismissed PricewaterhouseCoopers (PwC) as its
independent registered public accounting firm and engaged Ernst & Young LLP (E&Y) as the new
independent registered public accounting firm. The decision to change independent registered
public accounting firms was approved by the Audit Committee of the Companys Board of Directors.
The reports of PwC on the Companys financial statements as of and for the years ended January 29,
2005 and January 28, 2006 contained no adverse opinion or disclaimer of opinion and were not
qualified or modified as to uncertainty, audit scope or accounting principle. During the fiscal
years ended January 29, 2005 and January 28, 2006 and through April 24, 2006, there were 1) no
disagreements with PwC 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 PwC, would have caused PwC to make reference thereto in their reports on the
financial statements for such years, and 2) no reportable events (as defined in Regulation S-K Item
304(a)(1)(v)). The Company has requested that PwC furnish it with a letter addressed to the SEC
stating whether or not PwC agrees with the above statements. A copy
of such letter dated April 24, 2006 from PwC is being filed as Exhibit 16.1 to this Form 8-K.
During the fiscal years ended January 29, 2005 and January 28, 2006 and through April 24, 2006, the
Company did not consult with E&Y or any other independent accounting firm regarding either 1) 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 Companys financial statements, or 2) 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 described in Item 304(a)(1)(v) of Regulation S-K.
Item 9.01
Financial Statements and Exhibits
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Exhibit No. |
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Description |
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16.1 |
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Letter
Regarding Change in Certifying Accountant. |