WeightWatchers 2010 Annual Report Download - page 82

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R
EP
O
RT
O
F INDEPENDENT RE
G
I
S
TERED P
U
BLI
C
A
CCOU
NTIN
G
FIRM
T
o the Board of Directors and Shareholders of Weight Watchers International, Inc.
:
I
n our opinion, the accompanying financial statements listed in the index appearing under Item 1
5
(a)(1) o
n
p
age F-1 present fairly, in all material respects, the financial position of Weight Watchers International, Inc. and
its subsidiaries (the “Company”) at January 1, 2011 and January 2, 2010, and the results of their operations and
their cash flows for each of the three years in the period ended January 1, 2011 in conformity with accounting
p
rinciples generally accepted in the United States of America. In addition, in our opinion, the financial statemen
t
schedule listed in the index appearing under Item 1
5
(a)(2) on page F-1 presents fairly, in all material respects, the
information set forth therein when read in conjunction with the related consolidated financial statements. Also in
o
ur opinion, the Company maintained, in all material respects, effective internal control over financial reportin
g
as of January 1, 2011, based on criteria established i
n
Internal Control—Integrated Framewor
k
i
ssued by th
e
Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Company’s management is
r
esponsible for these financial statements and financial statement schedule, for maintaining effective internal
control over financial reporting and for its assessment of the effectiveness of internal control over financial
r
eporting, included in Management’s Report on Internal Control Over Financial Reporting. Our responsibility i
s
to express opinions on these financial statements, on the financial statement schedule, and on the Company’
s
internal control over financial reporting based on our integrated audits. We conducted our audits in accordance
with the standards of the Public Company Accounting Oversight Board (United States). Those standards requir
e
that we
p
lan and
p
erform the audits to obtain reasonable assurance about whether the financial statements are
f
ree of material misstatement and whether effective internal control over financial reporting was maintained in al
l
material respects. Our audits of the financial statements included examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the accounting principles used and significant
estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal
control over financial reporting included obtaining an understanding of internal control over financial reporting
,
assessing the risk that a material weakness exists, and testing and evaluating the design and operatin
g
effectiveness of internal control based on the assessed risk. Our audits also included performing such othe
r
p
rocedures as we considered necessary in the circumstances. We believe that our audits provide a reasonabl
e
basis for our o
p
inions.
A
company’s internal control over financial reporting is a process designed to provide reasonable assurance
r
egarding the reliability of financial reporting and the preparation of financial statements for external purposes i
n
accordance with generally accepted accounting principles. A company’s internal control over financial reportin
g
includes those
p
olicies and
p
rocedures that (i)
p
ertain to the maintenance of records that, in reasonable detail
,
accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable
assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance
with generally accepted accounting principles, and that receipts and expenditures of the company are being made
o
nly in accordance with authorizations of management and directors of the company; and (iii) provide reasonable
assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of th
e
company’s assets that could have a material effect on the financial statements
.
Because of its inherent limitations, internal control over financial reporting may not prevent or detec
t
misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions, or that the degree of compliance with the
p
olicies or procedures may deteriorate.
/s/ PricewaterhouseCoo
p
ers LLP
New York, New York
March 2, 2011
F-
2