-----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, OXvPC3r8mTeqHR3Wag5F4d6/eyTT0NuEZIXEANz+3BYACjfCNpX4XJvLeMA2NR2e V81VGzZNi4dl/aLwgsYsdw== 0000793074-99-000012.txt : 19990617 0000793074-99-000012.hdr.sgml : 19990617 ACCESSION NUMBER: 0000793074-99-000012 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990610 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990616 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WERNER ENTERPRISES INC CENTRAL INDEX KEY: 0000793074 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING (NO LOCAL) [4213] IRS NUMBER: 470648386 STATE OF INCORPORATION: NE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-14690 FILM NUMBER: 99647430 BUSINESS ADDRESS: STREET 1: 14507 FRONTIER ROAD STREET 2: P O BOX 45308 CITY: OMAHA STATE: NE ZIP: 68145 BUSINESS PHONE: 4028956640 8-K 1 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): June 10, 1999 ----------------- WERNER ENTERPRISES, INC. (Exact name of registrant as specified in its charter) NEBRASKA 0-14690 47-0648386 (State or other jurisdiction of (Commission File (IRS Employer incorporation or organization) Number) Identification No.) 14507 FRONTIER ROAD POST OFFICE BOX 45308 OMAHA, NEBRASKA 68145 (402)895-6640 (Address of principal (Zip Code) (Registrant's telephone number) executive offices) ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT. During the last two months, Werner Enterprises, Inc. (the "Registrant") solicited and received formal proposals for accounting and tax services from several accounting firms. Effective June 10, 1999, the Registrant (a) engaged KPMG LLP as independent accountants and (b) dismissed Arthur Andersen LLP ("AA LLP") as independent accountants. The decision to change accountants was approved by the Registrant's Board of Directors. The reports of AA LLP for the past two fiscal years contained no adverse opinion, disclaimer of opinion, or opinion that was qualified or modified as to uncertainty, audit scope, or accounting principles. During the Registrant's two most recent fiscal years and subsequent interim periods preceding the date of this report there were no: (i) disagreements between the registrant and AA LLP 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 AA LLP, would have caused them to make reference to the subject matter of the disagreements in their reports. (ii) reportable events involving AA LLP that would have required disclosure under Item 304(a)(1)(v) of Regulation S-K. (iii) consultations between the Registrant and KPMG LLP regarding any of the matters or events set forth in Item 304(a)(2)(i) and (ii) of Regulation S-K. The Registrant requested, and AA LLP has provided, a letter addressed to the Securities and Exchange Commission stating that AA LLP agrees with the above statements that pertain to AA LLP. A copy of such letter, dated June 14, 1999, is filed as Exhibit 16 to this Form 8-K. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. Exhibit 16 Letter of Arthur Andersen LLP regarding change in certifying accountant. 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 hereunto duly authorized. WERNER ENTERPRISES, INC. Date: June 16, 1999 By: /s/ John J. Steele -------------------- ------------------------------ John J. Steele Vice President, Treasurer and Chief Financial Officer Date: June 16, 1999 By: /s/ James L. Johnson -------------------- ------------------------------ James L. Johnson Corporate Secretary and Controller EX-16 2 Exhibit 16 (ARTHUR ANDERSEN LETTERHEAD) ----------------------- Arthur Andersen LLP ----------------------- 1700 Farnam Street Omaha NE 68102-2040 402 348 0123 June 14, 1999 Office of the Chief Accountant Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Dear Sir/Madam: We have read Item 4 (i) and (ii) in the Form 8-K dated June 10, 1999 of Werner Enterprises, 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 Copy to: Mr. John Steele, CFO, Werner Enterprises, Inc. -----END PRIVACY-ENHANCED MESSAGE-----