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 29, 2002
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ACUITY BRANDS, INC.
(Exact name of registrant as specified in its charter)
Delaware 001-16583 No. 58-2632672
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(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
1170 Peachtree Street, N.E.
Suite 2400, Atlanta, GA 30309
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (404) 853-1400
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1420 Peachtree Street, N.E., Atlanta, GA 30309-3002
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(Former name or former address, if changed since last report)
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
At a meeting held on April 29, 2002, the audit committee of the Board of
Directors of Acuity Brands, Inc. (the "Company") voted to dismiss Arthur
Andersen LLP ("AA") as its independent accountant effective April 30, 2002 and
approved the engagement of Ernst & Young LLP as its independent accountant for
the fiscal year ending August 31, 2002.
The reports of AA on the Company's financial statements for the past two fiscal
years did not contain an adverse opinion or a disclaimer of opinion and were
not qualified or modified as to uncertainty, audit scope, or accounting
principles.
During the registrant's fiscal years ended August 31, 2001 and 2000, and in the
subsequent interim period, there were no disagreements with AA on any matter of
accounting principles or practices, financial statement disclosure, or auditing
scope and procedures which, if not resolved to the
satisfaction of AA would have caused AA to make reference to the matter in
their report.
There were no "reportable events" as that term is described in Item
304(a)(1)(v) of Regulation S-K.
The Company has requested AA to furnish it a letter addressed to
the Commission stating whether it agrees with the above statements. A copy of
that letter, dated April 30, 2002 is filed as Exhibit 16 to this Form 8-K.
During the registrant's fiscal years ended August 31, 2001 and 2000, and the
subsequent interim period, the Company did not consult Ernst & Young 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 financials statements, or any other
matters or reportable events as set forth in Items 301(a)(2)(i) and (ii) of
Regulation S-K.
ITEM 7. EXHIBITS
Exhibit 16 - Letter of Arthur Andersen LLP regarding change in certifying
accountant.
Exhibit 99 - Press release dated April 30, 2002.
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 thereunto duly authorized, and in the capacity indicated.
Dated: April 30, 2002
ACUITY BRANDS, INC.
BY: /s/ James S. Balloun
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James S. Balloun
Chairman of the Board, President and Chief Executive Officer
BY: /s/ Vernon J. Nagel
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Vernon J. Nagel
Executive Vice President and Chief Financial Officer