-----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, DtFsnMdhubaDTT4YB9iKjZXNjXPBlbG5v6g5R2kD0hOsFjkaEnmfwsE9quTnUe7l FEnGetetPurQ/tb0UU966g== 0001125282-04-003204.txt : 20040707 0001125282-04-003204.hdr.sgml : 20040707 20040707150241 ACCESSION NUMBER: 0001125282-04-003204 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040705 ITEM INFORMATION: Changes in registrant's certifying accountant ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040707 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WILSHIRE OIL CO OF TEXAS CENTRAL INDEX KEY: 0000107454 STANDARD INDUSTRIAL CLASSIFICATION: DRILLING OIL & GAS WELLS [1381] IRS NUMBER: 840513668 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04673 FILM NUMBER: 04904209 BUSINESS ADDRESS: STREET 1: 921 BERGEN AVE CITY: JERSEY CITY STATE: NJ ZIP: 07306-4204 BUSINESS PHONE: 2014202796 MAIL ADDRESS: STREET 1: 921 BERGEN AVENUE CITY: JERSEY CITY STATE: NJ ZIP: 07306 8-K 1 b332976_8k.txt CURRENT REPORT UNITED STATES 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 July 5, 2004 Date of Report (Date of earliest event reported) WILSHIRE ENTERPRISES, INC. (Exact name of Registrant as specified in its charter) DELAWARE 1-4673 84-0513668 (State or other jurisdiction of (Commission File (IRS Employer incorporation or organization) Number) Identification No.) 921 BERGEN AVENUE, JERSEY CITY, NEW JERSEY 07306 (Address of principal executive offices) (Zip Code) (Registrant's telephone number, including area code) (201) 420-2796 (Former name or former address, if changed since last report.) ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT On July 5, 2004, the Audit Committee of the Board of Directors authorized the engagement of J.H. Cohn LLP as the Company's new Independent Registered Public Accounting Firm for the fiscal year ending December 31, 2004. During the two most recent fiscal years ended December 31, 2003 and 2002 and the subsequent interim period through July 5, 2004, J.H. Cohn LLP has not been engaged as Independent Registered Public Accounting Firm to audit the financial statements of the Company, nor has it been consulted regarding the application of accounting principles to any specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company's financial statements, or any matter that was the subject of a disagreement or reportable event. The Company previously reported the resignation of its prior independent accountants in its Current Report on Form 8-K dated May 14, 2004. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS a. Not applicable. b. Not applicable c. Exhibits The following exhibit is filed with this report: Exhibit Number Description -------------- ----------- 99.1 Press release dated July 7, 2004 -2- 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, thereunto duly authorized. Dated: July 7, 2004 WILSHIRE ENTERPRISES, INC. (Registrant) By: /s/ Daniel Pryor ----------------- Daniel Pryor President -3- EX-99.1 2 b332976_ex99-1.txt PRESS RELEASE Exhibit 99.1 FOR IMMEDIATE RELEASE AMEX: WOC WILSHIRE ENTERPRISES, INC. ANNOUNCES NEW INDEPENDENT ACCOUNTANTS JERSEY CITY, N.J., July 7, 2004 - Wilshire Enterprises, Inc. ("Wilshire" or the "Company") (Amex: WOC) announced today that its Audit Committee has named J.H. Cohn LLP ("JH Cohn") as Wilshire's Independent Registered Public Accounting Firm. The Audit Committee of the Wilshire Board of Directors made the appointment following an evaluation of several Independent Registered Public Accounting Firms that were capable of serving the Company. "JH Cohn is a highly respected firm with an outstanding reputation for providing quality independent audit services in the public and real estate sectors," stated Sherry Wilzig Izak, Chairman of Wilshire. "The Audit Committee was impressed with JH Cohn's focus on middle market companies and feels that JH Cohn's commitment to their clients' success sets them apart from other accounting firms. Additionally, their extensive experience in handling issues unique to the real estate industry will provide an added benefit to Wilshire." Dan Pryor, the Company's President and Chief Operating Officer as of July 1, 2004, commented: "We are very pleased to have JH Cohn as the Company's new Independent Registered Accounting Firm, a complement to Wilshire that is in keeping with our near-term objective to transform the Finance Department while minimizing costs where feasible. We currently expect that contemplated changes to the Finance Department will occur during 2004, which will include both the termination and hiring of employees, with the objective to have an improved finance function at comparable cost. We believe these actions are in the best interest of the Company as it responds to Sarbanes Oxley financial reporting requirements that will first apply to Wilshire next year." ABOUT WILSHIRE ENTERPRISES: Wilshire is an American Stock Exchange listed corporation engaged primarily in the acquisition, ownership and management of real estate investments in the United States including Arizona, Florida, Georgia, New Jersey and Texas. -4- FORWARD-LOOKING STATEMENT: The non-historical statements in this press release are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to several risks and uncertainties that could cause actual results to differ materially from such projections. Such risks and uncertainties include uncertainties inherent in any effort to reorganize an internal department, including expenses that may arise from personnel changes and the difficulties inherent in complying with Section 404 of the Sarbanes-Oxley Act, as well as other risks and uncertainties disclosed in the Company's 2003 Form 10-K filed with the Securities and Exchange Commission. For stockholder inquiries: please contact Dan Pryor at 201-420-2796. SOURCE: Wilshire Enterprises (WOC) -5- -----END PRIVACY-ENHANCED MESSAGE-----