-----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, F7xfUw1/CY1rY2LT4cBVj8aRxEPMFemEh0Y+M5S5wSAkHjIjabi5C9RGD/tAJBZ0 isRY+5md/pJ7ovR2uOOMXw== 0000950131-02-002047.txt : 20020515 0000950131-02-002047.hdr.sgml : 20020515 20020515152238 ACCESSION NUMBER: 0000950131-02-002047 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020501 ITEM INFORMATION: Changes in registrant's certifying accountant ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020515 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DONNELLEY R R & SONS CO CENTRAL INDEX KEY: 0000029669 STANDARD INDUSTRIAL CLASSIFICATION: COMMERCIAL PRINTING [2750] IRS NUMBER: 361004130 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-04694 FILM NUMBER: 02651653 BUSINESS ADDRESS: STREET 1: 77 W WACKER DR CITY: CHICAGO STATE: IL ZIP: 60601 BUSINESS PHONE: 3123268000 MAIL ADDRESS: STREET 1: 77 W WACKER DRIVE CITY: CHICAGO STATE: IL ZIP: 60601 8-K/A 1 d8ka.htm AMENDMENT NO.1 TO FORM 8-K Prepared by R.R. Donnelley Financial -- Amendment No.1 to Form 8-K
 
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 

 
FORM 8-K/A
 
Amendment
 
No. 1 to
 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): May 1, 2002
R. R. DONNELLEY & SONS COMPANY
(Exact name of Registrant as Specified in Its Charter)
 
Delaware
    
1-4694
  
36-1004130
(State or Other Jurisdiction
of Incorporation)
    
(Commission File Number)
  
(IRS Employer Identificaiton No.)
77 West Wacker Drive,
Chicago, Illinois
         
60601
(Address of Principal Executive Offices)
         
(Zip Code)
 
Registrant’s Telephone Number, Including Area Code: (312) 326-8000
 
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
 


Explanatory Note: This Form 8-K/A amends the Form 8-K, dated May 1, 2002, of R.R. Donnelley & Sons Company to reflect the fact that, as anticipated, Arthur Andersen LLP completed its review of the financial statements of the Company for the fiscal quarter ended March 31, 2002 which were issued in conjunction with the May 15, 2002 filing by the Company of its Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2002. Accordingly, the change in auditors became effective on May 15, 2002.
 
Item 4. Changes in Registrant’s Certifying Accountant.
 
On April 29, 2002, the Board of Directors of the Company, upon recommendation of its Audit Committee, determined to dismiss the Company’s independent auditors, Arthur Andersen, and to engage the services of Deloitte & Touche LLP as its new independent auditors. The change in auditors became effective on May 15, 2002 following completion by Arthur Andersen of its review of the financial statements of the Company for the fiscal quarter ended March 31, 2002, which were issued May 15, 2002 in conjunction with the filing by the Company of its Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2002. Deloitte & Touche will audit the financial statements of the Company for the fiscal year ending December 31, 2002.
 
During the two most recent fiscal years of the Company ended December 31, 2001 and 2000, and the subsequent interim period through May 15, 2002, there were no disagreements between the Company and Arthur Andersen on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to Arthur Andersen’s satisfaction, would have caused Arthur Andersen to make reference to the subject matter of the disagreement in connection with its reports.
 
None of the reportable events described under Item 304(a)(1)(v) of Regulation S-K occurred within the two most recent fiscal years of the Company ended December 31, 2001 and 2000 or within the interim period through May 15, 2002.
 
The audit reports of Arthur Andersen on the consolidated financial statements of the Company as of and for the fiscal years ended December 31, 2001 and 2000 did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles. A letter from Arthur Andersen is attached hereto as Exhibit 16.1.
 
During the two most recent fiscal years ended December 31, 2001 and 2000, and the subsequent interim period through May 15, 2002, the Company did not consult with Deloitte & Touche regarding any of the matters or events set forth in Item 304(a)(2)(i) and (ii) of Regulation S-K.
 
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
 
(c)    Exhibits
 
Exhibit Number

  
Description

16.1
  
Letter of Arthur Andersen LLP regarding change in certifying accountant.

2


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.
 
 
R.
R. DONNELLEY & SONS COMPANY
 
 
Date: May 15, 2002
 
By:    /s/    Virginia L. Seggerman                         
 
          Virginia L. Seggerman
 
          Vice President & Controller

3


 
EXHIBIT INDEX
 
Exhibit
Number

  
Description

16.1
  
Letter of Arthur Andersen LLP regarding change in certifying accountant.

4
EX-16.1 3 dex161.htm LETTER OF ARTHUR ANDERSEN LLP Prepared by R.R. Donnelley Financial -- Letter of Arthur Andersen LLP
 
Exhibit 16.1
 
[Arthur Andersen LLP Letterhead]
 
May 15, 2002
 
Office of the Chief Accountant
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
 
Dear Sir/Madam:
 
We have read the first, second, third and fourth paragraphs of Item 4 included in the Form 8-K/A dated May 15, 2002 of R. R. Donnelley & Sons Company to be filed with the Securities and Exchange Commission and are in agreement with the statements contained therein.
 
Very truly yours,
 
/S/    ARTHUR ANDERSEN LLP
 
Arthur Andersen LLP
 
cc: V. L. Seggerman, R. R. Donnelley & Sons Company

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