-----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, FGKI0yFyfs0Rjynjc/MCIXARmZGppjIRPuQ4nopVMg/zwmqvjUdUtql58h8jcHHP uDSDHzKBQSR6LDRiw2t2Ug== 0000950005-04-000551.txt : 20040625 0000950005-04-000551.hdr.sgml : 20040625 20040625170655 ACCESSION NUMBER: 0000950005-04-000551 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040618 ITEM INFORMATION: Changes in registrant's certifying accountant ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040625 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NANOMETRICS INC CENTRAL INDEX KEY: 0000704532 STANDARD INDUSTRIAL CLASSIFICATION: MEASURING & CONTROLLING DEVICES, NEC [3829] IRS NUMBER: 942276314 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-13470 FILM NUMBER: 04882693 BUSINESS ADDRESS: STREET 1: 1550 BUCKEYE DRIVE CITY: MILPITAS STATE: CA ZIP: 95035 BUSINESS PHONE: 408-435-9600 MAIL ADDRESS: STREET 1: 1550 BUCKEYE DRIVE CITY: MILPITAS STATE: CA ZIP: 95035 8-K 1 p18658_8k.txt CURRENT REPORT ================================================================================ 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 June 18, 2004 -------------------------------------------------------------- Date of Report (date of earliest event reported) NANOMETRICS INCORPORATED (Exact name of Registrant as specified in its charter) California 0-13470 94-2276314 ---------- ------- ---------- (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation or organization) Identification Number) 1550 Buckeye Drive ------------------------------------------------------------ Milpitas, California 95035 -------------------------------------------------------------- (Address of principal executive offices) (408) 435-9600 -------------------------------------------------------------- (Registrant's telephone number, including area code) ================================================================================ ITEM 4. Changes in Registrant's Certifying Accountant On June 18, 2004, Deloitte & Touche LLP ("Deloitte") notified Nanometrics Incorporated (the "Company") of its intent to resign as the Company's independent registered public accounting firm effective immediately upon completion of Deloitte's review of the Company's unaudited condensed consolidated interim financial statements to be included in the Company's Form 10-Q for the quarter ended July 3, 2004, which is expected to be filed on or before August 17, 2004. Deloitte's reports on the Company's financial statements for fiscal 2003 and 2002 do not contain an adverse opinion or a disclaimer of opinion, and are not qualified or modified as to uncertainty, audit scope or accounting principles, except that such reports include an explanatory paragraph relating to a change in method of accounting for goodwill and other intangible assets. The decision to change accountants was not recommended or approved by the audit committee of the Company's board of directors. During fiscal 2003 and 2002 and through June 18, 2004, there were no disagreements between the Company and Deloitte on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure which disagreements, if not resolved to Deloitte's satisfaction, would have caused Deloitte to make reference thereto in Deloitte's report on the Company's financial statements for such periods. In addition, no reportable events, as defined in Item 304(a)(l)(v) of Regulation S-K, occurred during the Company's two most recent fiscal years and through June 18, 2004. The Company has requested that Deloitte furnish it with a letter addressed to the Securities and Exchange Commission stating that it agrees with the above statements. A copy of such letter is attached hereto as Exhibit 16.1. ITEM 7. Financial Statements and Exhibits (c) Exhibits. 16.1 Letter from Deloitte & Touche LLP to the Securities and Exchange Commission regarding change in certifying accountant. 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. Dated: June 25, 2004 NANOMETRICS INCORPORATED By: /s/ Paul B. Nolan -------------------------------------- Paul B. Nolan Chief Financial Officer Exhibit Index Exhibit Number Description - ------ ----------- 16.1 Letter from Deloitte & Touche LLP to the Securities and Exchange Commission regarding change in certifying accountant. EX-16.1 2 p18658_16-1.txt LETTER FROM DELOITTE & TOUCHE LLP Exhibit 16.1 [Deloitte & Touche LLP Letterhead] June 25, 2004 Securities & Exchange Commission Mail Stop 11-3 450 Fifth Street, N.W. Washington, D.C. 20549 Dear Sirs/Madams: We have read Item 4 of Nanometrics Incorporated's Form 8-K, dated June 18, 2004, and we agree with the statements made therein except for the last sentence of paragraph two on which we have no basis to agree or disagree. Yours Truly, /s/ Deloitte & Touche LLP - --------------------------- -----END PRIVACY-ENHANCED MESSAGE-----