-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HeG8ba0M7AhmFh9MQJClvrjRgUthMOAMEdDvhTrL5oeFngWKNj3nZ7O9TFFxYSr/ 98ENN81HMLI5UI2+/JDhqA== 0000950144-00-003959.txt : 20000411 0000950144-00-003959.hdr.sgml : 20000411 ACCESSION NUMBER: 0000950144-00-003959 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000323 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000329 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RESOURCE BANCSHARES MORTGAGE GROUP INC CENTRAL INDEX KEY: 0000893817 STANDARD INDUSTRIAL CLASSIFICATION: MORTGAGE BANKERS & LOAN CORRESPONDENTS [6162] IRS NUMBER: 570962375 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-21786 FILM NUMBER: 582624 BUSINESS ADDRESS: STREET 1: 7909 PARKLANE ROAD SUITE 150 CITY: COLUMBIA STATE: SC ZIP: 29223 BUSINESS PHONE: 8037413000 MAIL ADDRESS: STREET 1: 7909 PARKLANE RD SUITE 150 STREET 2: 7909 PARKLANE RD SUITE 150 CITY: COLUMBI STATE: SC ZIP: 29223 8-K 1 RESOURCE BANCSHARES MORTGAGE GROUP, INC. 1 ================================================================================ 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 MARCH 23, 2000 Date of Report (Date of earliest event reported) RESOURCE BANCSHARES MORTGAGE GROUP, INC. (Exact name of registrant as specified in its charter) DELAWARE 000-21786 57-0962375 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) file number) Identification No.) 7909 PARKLANE ROAD, COLUMBIA, SOUTH CAROLINA 29223 (Address of principal executive offices) (Zip Code) 803-741-3000 Registrant's telephone number, including area code NOT APPLICABLE (Former name or former address, if changed since last report) ================================================================================ 2 ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT. (a) Previous independent accountants (i) On March 23, 2000, Resource Bancshares Mortgage Group, Inc. ("RBMG") dismissed PricewaterhouseCoopers LLP as its independent accountants. (ii) The reports of PricewaterhouseCoopers LLP on the financial statements for the past two years contained no adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles. (iii) The audit committee of RBMG's board of directors recommended the decision to change independent accountants and its recommendation was approved by RBMG's board of directors. (iv) During the two most recent fiscal years and through March 23, 2000, there have been no disagreements with PricewaterhouseCoopers LLP on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure that, if not resolved to the satisfaction of PricewaterhouseCoopers LLP, would have caused PricewaterhouseCoopers LLP to make reference to the subject matter of the disagreement in connection with its report. (v) During the two most recent fiscal years and through March 23, 2000, there have been no "reportable events" as defined in Regulation S-K Item 304(a)(1)(v). (vi) On March 23, 2000, RBMG provided a copy of this disclosure to PricewaterhouseCoopers LLP and requested that PricewaterhouseCoopers LLP provide a letter addressed to the Commission stating whether or not it agrees with the above statements. A copy of that letter dated March 23, 2000 is filed as Exhibit 16 to this Form 8-K. (b) New independent accountants On March 28, 2000, RBMG engaged Ernst & Young LLP as its independent accountants. Neither RBMG nor anyone on its behalf has consulted with Ernst & Young LLP regarding (1) either 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 registrant's financial statements or (2) any matter that was either the subject of a disagreement or reportable 3 event with PricewaterhouseCoopers LLP as described in Regulation S-K Item 304(a). ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits 16 Letter from PricewaterhouseCoopers LLP regarding change in certifying accountant 4 SIGNATURE 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. RESOURCE BANCSHARES MORTGAGE GROUP, INC. (Registrant) Date: March 28, 2000 /s/ Douglas K. Freeman ---------------------------------------- Douglas K. Freeman Chief Executive Officer 5 EXHIBIT INDEX Exhibit Number Description - ------- ----------- 16 Letter from PricewaterhouseCoopers LLP regarding change in certifying accountant EX-16 2 LETTER FROM PRICEWATERHOUSECOOPERS LLP 1 Exhibit 16 Securities and Exchange Commission 450 5th Street, N.W. Washington, D.C. 20549 Ladies and Gentlemen: We have read the statements made by Resource Bancshares Mortgage Group, Inc. (copy attached), which we understand will be filed with the Commission, pursuant to Item 4 of Form 8-K dated March 23, 2000. We agree with the statements concerning our Firm in such Form 8-K. Yours truly, /s/ PricewaterhouseCoopers LLP Columbia, South Carolina March 23, 2000 -----END PRIVACY-ENHANCED MESSAGE-----