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DIAL > SEC Filings for DIAL > Form 8-K on 30-Nov-2011All Recent SEC Filings

Show all filings for WESTWOOD ONE INC /DE/ | Request a Trial to NEW EDGAR Online Pro



Changes in Registrant's Certifying Accountant, Financial Statements and Exh

Item 4.01 Changes in Registrant's Certifying Accountant.
Dismissal of Previous Independent Registered Public Accounting Firm On November 23, 2011, Westwood One, Inc. (the "Company") dismissed PricewaterhouseCoopers LLP ("PwC") as its independent registered public accounting firm. The Audit Committee approved such dismissal on November 23, 2011.
PwC's reports on the financial statements of the Company for the years ended December 31, 2010 and 2009 did not contain an adverse opinion or a disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles. During the years ended December 31, 2010 and 2009, and through November 23, 2011, there were no disagreements with PwC on any matter of accounting principles or practices, financial statement disclosures, or auditing scope or procedures, which disagreements if not resolved to their satisfaction would have caused them to make reference thereto in their reports.
During the years ended December 31, 2010 and 2009 and through November 23, 2011, there have been no reportable events with the Company as defined in Item 304(a)(1)(v) of Regulation S-K except that PwC's audit report for the year ended December 31,2008 included an explanatory paragraph regarding substantial doubt about the Company's ability to continue as a going concern. The Company provided PwC with a copy of this Current Report on Form 8-K and requested that PwC furnish it with a letter addressed to the SEC stating whether or not it agrees with the above statements. A copy of such letter, dated November 30, 2011, is filed as Exhibit 16 to this Form 8-K. Engagement of New Independent Registered Public Accounting Firm On November 23, 2011, the Company appointed Ernst & Young LLP as the Company's new independent registered public accounting firm. The decision to engage Ernst & Young LLP was approved by the Audit Committee on November 23, 2011. Ernst & Young LLP audited the financial statements of Verge Media Companies, Inc., the predecessor of Verge Media Companies, LLC ("Verge") for the fiscal years ended December 31, 2010 and 2009. A wholly-owned subsidiary of the Company merged with Verge on October 21, 2011.
During the years ended December 31, 2010 and 2009 and through the period ended November 23, 2011, the Company did not consult with Ernst & Young LLP regarding
(1) the application of accounting principles to any specified transactions, either completed or proposed, (2) the type of audit opinion that might be rendered on the Company's financial statements, and neither a written report was provided to the Company or oral advice was provided that Ernst & Young LLP concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue, or (3) any matter that was the subject of a disagreement between the Company and its predecessor auditor as described 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 described in Item 304(a)(1)(v) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The following is a list of the exhibits filed as a part of this Form 8-K:

No. Description of Exhibit
16 Letter from PricewaterhouseCoopers LLP, dated as of November 30, 2011.

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