0001104659-09-035138.txt : 20090527 0001104659-09-035138.hdr.sgml : 20090527 20090527172946 ACCESSION NUMBER: 0001104659-09-035138 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090527 ITEM INFORMATION: Changes in Registrant's Certifying Accountant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090527 DATE AS OF CHANGE: 20090527 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Summer Infant, Inc. CENTRAL INDEX KEY: 0001314772 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS MANUFACTURING INDUSTRIES [3990] IRS NUMBER: 201994619 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33346 FILM NUMBER: 09855288 BUSINESS ADDRESS: STREET 1: 1275 PARK EAST DRIVE CITY: WOONSOCKET STATE: RI ZIP: 02895 BUSINESS PHONE: 401-334-9966 MAIL ADDRESS: STREET 1: 1275 PARK EAST DRIVE CITY: WOONSOCKET STATE: RI ZIP: 02895 FORMER COMPANY: FORMER CONFORMED NAME: KBL Healthcare Acquisition Corp. II DATE OF NAME CHANGE: 20050119 8-K 1 a09-14412_18k.htm 8-K

UNITED STATES

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

May 27, 2009

Date of Report (Date of earliest event reported)

SUMMER INFANT, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware		001-33346		20-1994619
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1275 Park East Drive

WOONSOCKET, RHODE ISLAND

02895

(Address of Principal Executive Offices) (Zip Code)

(401) 671-6550

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 4.01 Changes in Registrant’s Certifying Accountants.

On May 27, 2009, Summer Infant, Inc. (the “Company”), based on the decision of the Audit Committee of its Board of Directors, dismissed McGladrey & Pullen, LLP (“M&P”) as the Company’s independent registered public accounting firm and engaged Caturano and Company, P.C. (“Caturano”) to serve as the Company’s independent registered public accounting firm for the remainder of the fiscal year ending December 31, 2009.

M&P’s reports on the Company’s financial statements for the years ended December 31, 2008 and 2007 did not contain an adverse opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles.

During the years ended December 31, 2008 and 2007 and through the date of dismissal, there were no disagreements with M&P on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure which, if not resolved to M&P’s satisfaction, would have caused them to make reference to the subject matter in connection with their report on the Company’s consolidated financial statements for such years; and there were no reportable events, as listed in Item 304(a)(1)(v) of Regulation S-K.

The Company provided M&P with a copy of the disclosures in the preceding two paragraphs and requested in writing that M&P furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether or not they agree with such disclosures. M&P provided a letter, dated May 27, 2009 stating its agreement with such statements, which is included as an exhibit to this Form 8-K.

During the years ended December 31, 2008 and 2007 and through the date of the Audit Committee’s decision, the Company did not consult Caturano 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 matter or reportable events listed in Items 304(a)(2)(i) and (ii) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits.

(a) Financial statements of businesses acquired.

Not applicable.

(b) Pro forma financial information.

Not applicable

Not applicable.

(d) Exhibits.

Exhibit No.		Description

16.1		Letter from McGladrey & Pullen, LLP to the Securities and Exchange Commission dated May 27, 2009 with respect to the disclosure in this Form 8-K.

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.

	SUMMER INFANT, INC.

	By:	/s/ Joseph Driscoll
		Joseph Driscoll
		Chief Financial Officer

Date: May 27, 2009

EX-16.1 2 a09-14412_1ex16d1.htm EX-16.1

Exhibit 16.1

May 27, 2009

Securities and Exchange Commission

450 Fifth Street, N.W.

Washington, DC 20549

Re: Summer Infant, Inc.

Commission File # 001-33346

Commissioners:

We have read Summer Infant, Inc.’s statements included under Item 4.01 of its Form 8-K dated May 27, 2009 and we agree with such statements concerning our firm.

Sincerely,

/s/ McGladrey & Pullen, LLP

McGLADREY & PULLEN, LLP