Business Context and Reporting Period
Company: Extra Space Storage Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: April 18, 2005
Subject: Item 4.01 - Changes in Registrant's Certifying Accountant
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The report is strictly procedural regarding the change of independent auditors.
Material Changes
- Dismissal of Previous Accountant: On April 18, 2005, the company dismissed PricewaterhouseCoopers LLP (PwC) as its independent accountants.
- Engagement of New Accountant: On April 19, 2005, the company engaged Ernst & Young LLP as its new independent accountants.
- Audit Committee Approval: The decision to change accountants was participated in and approved by the Registrant's Audit Committee.
Management Commentary, Risks, and Contingencies
- Historical Audit Opinions: PwC's reports for the past two fiscal years contained no adverse opinions, disclaimers, or qualifications regarding uncertainty, audit scope, or accounting principles.
- Disagreements: There were no disagreements with PwC on accounting principles, practices, or auditing scope during the two most recent fiscal years.
- Reportable Events (Internal Controls):
- 2001-2002: PwC previously identified a material weakness in internal controls regarding the accounting for joint venture arrangements and related party guarantees for the years ended December 31, 2001, and 2002. This was disclosed in the company's Form S-11 registration statement.
- 2003-2004: PwC did not advise the company of any material weaknesses in internal controls for the years ended December 31, 2003, and 2004.
- Consultation with New Accountant: The company had not consulted Ernst & Young LLP regarding accounting principles, audit opinions, or matters involving disagreements or reportable events prior to their engagement.
Investor Verification Checklist
- Verify the content of PwC's letter to the SEC (Exhibit 16.1) to confirm their agreement with the statements regarding the dismissal.
- Review the company's Form S-11 (filed May 2004 and amended July/August 2004) for details on the previously disclosed material weakness in internal controls for 2001 and 2002.
- Confirm that no new material weaknesses were identified by PwC for the 2003 and 2004 fiscal years.
- Monitor future filings to ensure the transition to Ernst & Young LLP proceeds without audit scope limitations or disagreements.