-----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, FKPKs2Dp/3dZZ0ruoyTT32PiMV4vkFphbXhHUY0PtP48/8RIalQ7ATR2wXOYmK8O 8rJ1BbgwQBD3JEwaWZ+aAw== 0000912057-96-019195.txt : 19960917 0000912057-96-019195.hdr.sgml : 19960917 ACCESSION NUMBER: 0000912057-96-019195 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960823 ITEM INFORMATION: Changes in registrant's certifying accountant ITEM INFORMATION: Other events FILED AS OF DATE: 19960829 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: BINKS MANUFACTURING CO CENTRAL INDEX KEY: 0000012180 STANDARD INDUSTRIAL CLASSIFICATION: 3560 IRS NUMBER: 360808480 STATE OF INCORPORATION: DE FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-01416 FILM NUMBER: 96623257 BUSINESS ADDRESS: STREET 1: 9201 W BELMONT AVE CITY: FRANKLIN PARK STATE: IL ZIP: 60131 BUSINESS PHONE: 7086713000 MAIL ADDRESS: STREET 1: 9201 WEST BELMONT AVENUE CITY: FRANKLIN PARK STATE: IL ZIP: 60131 8-K 1 8-K 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 AUGUST 23, 1996 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) BINKS MANUFACTURING COMPANY (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE (STATE OR OTHER JURISDICTION OF INCORPORATION OR ORGANIZATION) 1-1416 36-0808480 (COMMISSION FILE NUMBER) (I.R.S. EMPLOYER IDENTIFICATION NUMBER) 9201 WEST BELMONT AVENUE FRANKLIN PARK, ILLINOIS 60131 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICE) (ZIP CODE) 847/671-3000 (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE) NOT APPLICABLE (FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT) PAGE 1 OF 6 PAGES. ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT (a) On August 23, 1996, Binks Manufacturing Company (the "Registrant") dismissed Crowe Chizek and Company LLP ("Crowe Chizek") as its independent auditors. Effective August 24, 1996, the Registrant engaged KPMG Peat Marwick ("KPMG") as its new independent accountants to audit the Registrant's financial statements. (b) Crowe Chizek reported on the Registrant's financial statements for the fiscal year ended November 30, 1995. KPMG reported on the Registrant's financial statements for the fiscal year ended November 30, 1994. (c) The report of Crowe Chizek on the Registrant's financial statements for the fiscal year ended November 30, 1995, contained no adverse opinion or disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope or accounting principles. (d) The Registrant's Audit Committee recommended and the Board of Directors approved, effective as of August 23, 1996, the decision to change independent accountants. (e) During the most recent fiscal year and through August 23, 1996, (i) there had been no disagreements with Crowe Chizek on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements if not resolved to the satisfaction of Crowe Chizek would have caused it to make reference thereto in its report on the financial statements for such year; and (ii) there were no reportable events (as defined in Registration S-K Item 304(a)(1)(v)). (f) During the most recent fiscal year and through August 23, 1996, the Registrant has not consulted with KPMG regarding the application of accounting principles to any transaction or the type of audit opinion that might be rendered on Registrants' financial statements or any matter that was the subject of a disagreement or reportable event with the former auditor (as described in Regulation S-K Item 304(a)(1)(v)). (g) The Registrant has requested that Crowe Chizek furnish it with a letter addressed to the Commission stating whether or not it agrees with the above statements. A copy of such letter is filed as Exhibit 16 to this Form 8-K. ITEM 5. OTHER EVENTS In accordance with the Company's By-laws, the Board of Directors increased the number of members of the Board of Directors from 5 directors to 7 effective August 23, 1996. To fill the newly created positions resulting from such expansion, the Board of Directors elected Clifford J. Vaughan and Wayne F. Edwards to serve as directors until the next annual meeting of shareholders or until their successors have been elected and qualified. 2 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) - (b) Financial Statements -- None (c) Exhibits: Exhibit 16 - Letter from Crowe Chizek & Company LLP 3 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, hereunto duly authorized. BINKS MANUFACTURING COMPANY Date: August 28, 1996 By: /s/ Doran J. Unschuld --------------------------------------- Doran J. Unschuld President and Chief Executive Officer 4 EXHIBIT INDEX EXHIBIT DESCRIPTION PAGE - - ------- ----------- ---- 16 Letter from Crowe Chizek and Company LLP 5 5 EX-16 2 EXHIBIT 16 EXHIBIT 16 CROWE CHIZEK & COMPANY LLP August 28, 1996 Office of Chief Accountant Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Ladies and Gentlemen: We have read the statements made by Binks Manufacturing Company (the "Company") included in Item 4 of the Company's Form 8-K dated as of August 29, 1996. We agree with the statements concerning our firm in such Form 8-K. Very truly yours, /s/ Crowe Chizek & Company LLP CROWE CHIZEK & COMPANY LLP 6 -----END PRIVACY-ENHANCED MESSAGE-----