-----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, WQjxwC+gezdVzHee9VN2lkhOpAj0hi33V5fnt2ySJnIfmVpY5iyby6Rs1125HR/P HcB7b5qjucLd/Rh29v60Fg== 0000895813-02-000060.txt : 20020415 0000895813-02-000060.hdr.sgml : 20020415 ACCESSION NUMBER: 0000895813-02-000060 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20020325 ITEM INFORMATION: Changes in registrant's certifying accountant ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020401 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEWELL RUBBERMAID INC CENTRAL INDEX KEY: 0000814453 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS PRODUCTS, NEC [3089] IRS NUMBER: 363514169 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09608 FILM NUMBER: 02596293 BUSINESS ADDRESS: STREET 1: 29 E STEPHENSON ST STREET 2: NEWELL CTR CITY: FREEPORT STATE: IL ZIP: 61032 BUSINESS PHONE: 8152354171 MAIL ADDRESS: STREET 1: 29 E STEPHENSON ST STREET 2: NEWELL CTR CITY: FREEPORT STATE: IL ZIP: 61032 FORMER COMPANY: FORMER CONFORMED NAME: NEWELL CO DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: NEW NEWELL CO DATE OF NAME CHANGE: 19870713 8-K 1 x401_8k.txt 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): March 25, 2002 NEWELL RUBBERMAID INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-9608 36-3514169 (State or Other (Commission (IRS Employer Jurisdiction File Number) Identification No.) of Incorporation) 29 East Stephenson Street, 61032-0943 Freeport, Illinois (Address of Principal Executive (Zip Code) Offices) Registrant's telephone number, including area code: (815) 235-4171 Item 4. Changes in Registrant's Certifying Accountant. The Audit Committee of the Board of Directors of Newell Rubbermaid Inc. (the "Company") annually considers and recommends to the Board the selection of the Company's independent public accountants. As recommended by the Company's Audit Committee, the Company's Board of Directors on March 25, 2002 decided to no longer engage Arthur Andersen LLP ("Andersen") as the Company's independent public accountants and to engage Ernst & Young LLP to serve as the Company's independent accountants for 2002. Andersen's reports on the Company's consolidated financial statements for each of the two most recent fiscal years did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles. In connection with its audits for the Company's two most recent fiscal years and the subsequent interim period, there have been no disagreements between the Company and Andersen on any matter of accounting principles and practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to Andersen's satisfaction, would have caused Andersen to make reference to the subject matter of the disagreement in connection with its report on the Company's consolidated financial statements for such years. During the Company's two most recent fiscal years and through March 25, 2002, there have been no reportable events as defined in Item 304(a)(1)(v) of Regulation S-K. The Company has requested Andersen to furnish it with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the above statements made by the Company. A copy of the letter, dated April 1, 2002, is filed as Exhibit 16.1 to this Current Report on Form 8-K. During the Company's two most recent fiscal years and through March 25, 2002, the Company did not consult Ernst & Young 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 listed in Items 304(a)(2)(i) and (ii) of Regulation S-K. Item 7. Financial Statements, Pro Forma Financial Statements and Exhibits (c) Exhibits. Exhibit Number Description ------- ----------- 16.1 Letter of Arthur Andersen LLP regarding change in certifying accountant. 99.1 Press Release dated April 1, 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 hereunto duly authorized. NEWELL RUBBERMAID INC. Date: April 1, 2002 By: /s/ Andrea L. Horne ----------------------------- Andrea L. Horne Vice President - Corporate Development EXHIBIT INDEX Exhibit No. Description ----------- ----------- 16.1 Letter of Arthur Andersen LLP regarding change in certifying accountant. 99.1 Press Release dated April 1, 2002. EX-16 3 x401_x16.txt EXHIBIT 16.1 ------------ [Arthur Andersen LLP Letterhead] Office of the Chief Accountant Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549 April 1, 2002 Dear Sir/Madam: We have read the first, second, third and fourth paragraphs of Item 4 included in the Form 8-K dated March 25, 2002 of Newell Rubbermaid 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 Arthur Andersen LLP Copy to: Ms. Andrea L. Horne Vice President - Corporate Development Newell Rubbermaid Inc. EX-99.1 CHARTER 4 x401_x99.txt EXHIBIT 99.1 ------------ PRESS RELEASE DATED APRIL 1, 2002 NEWELL RUBBERMAID NAMES ERNST & YOUNG AS INDEPENDENT AUDITORS FREEPORT, Ill., April 1, 2002 - Newell Rubbermaid Inc. (NYSE: NWL) today announced that its board of directors has appointed the accounting firm Ernst & Young LLP as the company's independent auditors, replacing Arthur Andersen LLP. Andersen has served as the company's auditors since 1984. This appointment concludes a comprehensive review of the outside accounting services provided to the company and a rigorous process to select an independent auditor for 2002. The company said its decision to change accountants was made to ensure that Newell Rubbermaid's shareholders continue to have the utmost confidence in the integrity of the company's financial statements. The company said that during Arthur Andersen's tenure as the company's auditor, it consistently met the company's strict standards of audit service and exhibited the highest levels of professionalism. The company added that an orderly and expeditious transition will be completed in time for Ernst & Young to review the company's first quarter earnings report to be released on May 1, 2002. Newell Rubbermaid is filing a Form 8-K with the Securities and Exchange Commission detailing the change in independent public accountants. Newell Rubbermaid Inc. is a global marketer of consumer products with 2001 sales of nearly $7 billion and a powerful brand family including Sharpie{R}, Paper Mate{R}, Parker{R}, Waterman{R}, Rubbermaid{R}, Blue Ice{R}, Calphalon{R}, Little Tikes{R}, Graco{R}/Century{R}, Levolor{R}, Kirsch{R}, Shur-Line{R}, and Eldon{R}. The company is headquartered in Freeport, Illinois and employs 49,000 people worldwide. For more information, visit the company's web site at www.newellco.com. Contact: Jesse Herron, Director - Investor Relations, 815-381-8150, fax, 815-381-8155, Ken Ross, VP Corp. Communications, or Victoria Gilbert, Mgr. Corp. Communications, 815-381-8151, fax, 815-381-8176, all of Newell Rubbermaid Inc. -----END PRIVACY-ENHANCED MESSAGE-----