-----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, UGlwX0GjzY+qacnmXg05WTr4WwZ2uCnMaFk7FWcDtyg4eDJeLfQxb9sOedAjC9Qm FouMtZcdIj13zk5oZUiNaw== 0000950144-02-005865.txt : 20020521 0000950144-02-005865.hdr.sgml : 20020521 20020521093304 ACCESSION NUMBER: 0000950144-02-005865 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20020521 ITEM INFORMATION: Changes in registrant's certifying accountant ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020521 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NATIONAL SERVICE INDUSTRIES INC CENTRAL INDEX KEY: 0000070538 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC LIGHTING & WIRING EQUIPMENT [3640] IRS NUMBER: 580364900 STATE OF INCORPORATION: DE FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03208 FILM NUMBER: 02658520 BUSINESS ADDRESS: STREET 1: 1420 PEACHTREE ST NE CITY: ATLANTA STATE: GA ZIP: 30309-3002 BUSINESS PHONE: 4048531000 MAIL ADDRESS: STREET 1: 1420 PEACHTREE ST NE CITY: ATLANTA STATE: GA ZIP: 30309 8-K 1 g76521e8-k.htm NATIONAL SERVICE INDUSTRIES, INC. National Service Industries, Inc.
 

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

     
Date of Report (Date of earliest event reported)   May 15, 2002
   

National Service Industries, Inc.

(Exact name of registrant as specified in its charter)

         
Delaware   1-3208   58-0364900

 
 
(State or other jurisdiction of
incorporation or organization)
  (Commission
File Number)
  (I.R.S. Employer
Identification No.)

1420 Peachtree Street, NE, Atlanta, Georgia 30309-3002
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code      (404) 853-1000

None
(Former name or former address, if changed since last report)


 

ITEM 4. CHANGES IN REGISTRANT’S CERTIFYING ACCOUNTANT
ITEM 7. EXHIBITS
SIGNATURES
Letter of Arthur Andersen LLP
Press Release dated May 21, 2002

ITEM 4. CHANGES IN REGISTRANT’S CERTIFYING ACCOUNTANT

At a meeting held on May 15, 2002, the Board of Directors of National Service Industries, Inc. (the “Company”) approved the engagement of PricewaterhouseCoopers LLP as its independent public accountant for the fiscal year ending August 31, 2002 to replace the firm of Arthur Andersen LLP (“AA”), who was dismissed by the Board of Directors as the independent public accountant of the Company effective May 16, 2002. The decision to retain PricewaterhouseCoopers LLP and to dismiss AA was recommended to the Board of Directors by the Audit Committee.

The reports of AA on the Company’s financial statements for the past two fiscal years did not contain an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope, or accounting principles.

During the registrant’s fiscal years ended August 31, 2001 and 2000, and the subsequent interim period, there were no disagreements with AA on any matter of accounting principles or practices, financial statement disclosure, or auditing scope and procedures which, if not resolved to the satisfaction of AA would have caused AA to make reference to the matter in their report.

There were no “reportable events” as that term is described in Item 304(a)(1)(v) of Regulation S-K. The Company has requested AA to furnish it a letter addressed to the Commission stating whether it agrees with the above statements. A copy of that letter, dated May 21, 2002 is filed as Exhibit 16 to this Form 8-K.

During the registrant’s fiscal years ended August 31, 2001 and 2000, and the subsequent interim period, the Company did not consult PricewaterhouseCoopers LLP with respect to the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s consolidated financial statements, or any other matters or reportable events as set forth in Items 304(a)(2)(i) and (ii) of Regulation S-K.

ITEM 7. EXHIBITS

         
Exhibit 16     Letter of Arthur Andersen LLP regarding change in certifying accountant.
Exhibit 99     Press Release dated May 21, 2002.

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, and in the capacity indicated.

Dated:   May 21, 2002

National Service Industries, Inc.

BY:   /s/ Brock A. Hattox


Chairman of the Board, President and Chief Executive Officer

BY:   /s/ Chester J. Popkowski


Executive Vice President and Chief Financial Officer EX-16 3 g76521ex16.txt LETTER OF ARTHUR ANDERSEN LLP Exhibit 16 Office of the Chief Accountant Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 May 21, 2002 Dear Sir/Madam: We have read the first four paragraphs of Item 4 included in the Form 8-K dated May 21, 2002 of National Service Industries, Inc. 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 cc: Mr. Chester J. Popkowski, Chief Financial Officer, National Service Industries, Inc. EX-99 4 g76521ex99.txt PRESS RELEASE DATED MAY 21, 2002 [NSI LETTERHEAD] PRESS RELEASE INVESTOR RELATIONS CONTACT: CHESTER J. POPKOWSKI (CHET) SENIOR VICE PRESIDENT, CHIEF FINANCIAL OFFICER, AND TREASURER (404) 853-1205 WEB SITE: WWW.NATIONALSERVICE.COM MAY 21, 2002 NSI ---- APPOINTS PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT PUBLIC ACCOUNTANT ---- ATLANTA, GA -- NATIONAL SERVICE INDUSTRIES (NYSE: NSI) TODAY ANNOUNCED THAT ITS BOARD OF DIRECTORS HAS APPOINTED PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT PUBLIC ACCOUNTANT FOR THE FISCAL YEAR ENDING AUGUST 31, 2002. "WE CONDUCTED A THOROUGH EVALUATION PROCESS RESULTING IN THE SELECTION OF PRICEWATERHOUSECOOPERS," SAID BROCK HATTOX, NSI'S CHAIRMAN AND CHIEF EXECUTIVE OFFICER. "WE LOOK FORWARD TO WORKING WITH PRICEWATERHOUSECOOPERS IN THE FIRM'S ROLE AS OUR INDEPENDENT PUBLIC ACCOUNTANT." PRICEWATERHOUSECOOPERS LLP REPLACES ARTHUR ANDERSEN LLP AS THE COMPANY'S INDEPENDENT PUBLIC ACCOUNTANT. THE SELECTION OF A NEW FIRM WAS NOT THE RESULT OF ANY DISAGREEMENT BETWEEN NATIONAL SERVICE INDUSTRIES AND ARTHUR ANDERSEN ON ANY MATTER OF ACCOUNTING PRACTICES OR FINANCIAL DISCLOSURE. "ARTHUR ANDERSEN HAS PROVIDED US PROFESSIONAL SERVICES FOR MANY YEARS, AND WE APPRECIATE THE FINE WORK PROVIDED BY THEIR TEAM," CONCLUDED HATTOX. * * * NATIONAL SERVICE INDUSTRIES, INC., WITH FISCAL YEAR 2001 SALES OF $560 MILLION, HAS TWO BUSINESS SEGMENTS -- TEXTILE RENTAL AND ENVELOPES. * * * CERTAIN INFORMATION CONTAINED IN THIS PRESS RELEASE CONSTITUTES FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. SUCH FORWARD-LOOKING STATEMENTS ARE INHERENTLY UNCERTAIN AND INVOLVE RISKS. FOR A DISCUSSION OF SUCH RISKS AND UNCERTAINTIES, WHICH COULD CAUSE ACTUAL RESULTS TO DIFFER FROM THOSE CONTAINED IN THE FORWARD-LOOKING STATEMENTS, SEE "RISK FACTORS" IN THE COMPANY'S ANNUAL REPORT OR FORM 10-K FOR THE MOST RECENTLY ENDED FISCAL YEAR. -----END PRIVACY-ENHANCED MESSAGE-----