-----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, WA7u78gaSpoGZVivkn++I8KFC9VxfUQL59Xvy7WS8VOhkkegz0KMCRwkObhCUHvF z7T5dXQQE+ryUQoA39tnuA== 0000814676-02-000006.txt : 20021219 0000814676-02-000006.hdr.sgml : 20021219 20021219120157 ACCESSION NUMBER: 0000814676-02-000006 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20021204 ITEM INFORMATION: Changes in registrant's certifying accountant FILED AS OF DATE: 20021219 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CERAMICS PROCESS SYSTEMS CORP/DE/ CENTRAL INDEX KEY: 0000814676 STANDARD INDUSTRIAL CLASSIFICATION: POTTERY & RELATED PRODUCTS [3260] IRS NUMBER: 042832509 STATE OF INCORPORATION: DE FISCAL YEAR END: 1229 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-16088 FILM NUMBER: 02862668 BUSINESS ADDRESS: STREET 1: 111 SOUTH WORCESTER STREET STREET 2: PO BOX 338 CITY: CHARTLEY STATE: MA ZIP: 02712 BUSINESS PHONE: 508-222-0614 MAIL ADDRESS: STREET 1: 111 SOUTH WORCESTER STREET STREET 2: PO BOX 338 CITY: CHARTLEY STATE: MA ZIP: 02712 8-K 1 k8121902.htm UNITED STATES

UNITED STATES
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): December 4, 2002


Commission file number: 0-16088

CERAMICS PROCESS SYSTEMS CORPORATION
(Exact Name of Registrant as Specified in its Charter)

Delaware
(State or Other Jurisdiction
of Incorporation or Organization

04-2832409
(I.R.S. Employer
Identification No.)

111 South Worcester Street
P.O. Box 338
Chartley MA
(Address of principal executive offices)

02712-0338
(Zip Code)

Registrant`s telephone no., including area code: 508-222-0614

 

Item 4. Changes in Registrant`s Certifying Accountant

Effective December 4, 2002, the Board of Directors of Ceramics Process Systems Corporation ("CPS" or the "Company"), upon the recommendation of its management and Audit Committee, decided to end the engagement of PricewaterhouseCoopers LLP ("PWC") as the Company`s independent public accountants, and authorized the engagement of Sansiveri, Kimball & McNamee, LLP ("SKM") to serve as the Company`s independent public accountants. The decision to change auditors was not the result of any disagreement between the Company and PWC.

PWC`s reports on the registrant`s financial statements for each of the last two fiscal years did not contain an adverse opinion or a disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope, or accounting principles.

During the Registrant`s two most recent fiscal years and through December 4, 2002, there were no disagreements with PWC on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement(s), if not resolved to the satisfaction of PWC, would have caused it to make a reference to the subject matter of the disagreement(s) in connection with its reports on the financial statements for such years.

During the Registrant`s two most recent fiscal years and through December 4, 2002, there were no "reportable events" as defined in Item 304(a)(1)(v) of regulation S-K.

During the two most recent fiscal years and through December 4, 2002, prior to engaging SKM, neither the Registrant nor anyone on its behalf consulted SKM regarding either: (1) 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 Registrant`s financial statements, and neither a written report was provided to the Registrant nor oral advice was provided that SKM concluded was an important factor considered by the Registrant in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) any matter that was the subject of either a disagreement or a reportable event described in above.

Item 7: Financial Statements, Pro Forma Financial Information and Exhibits.

  1. Financial Statements of Businesses Acquired: Not applicable.
  2. Pro Forma Financial Information: Not applicable
  3. Exhibits:

16.1 Letter from PWC to the Securities and Exchange Commission dated December 18, 2002

99.1 Press Release dated December 19, 2002

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, thereunto duly authorized.

Date: December 19, 2002

/s/ Grant C. Bennett

President and Treasurer

 

 


EX-16 3 pwc121902.htm Illustrative Letter from PricewaterhouseCoopers LLP - Agreeing With the Statements Contained in Form 8-K (02/01)

 

 

December 18, 2002

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

Commissioners:

We have read the statements made by Ceramic Process Systems, Inc. (copy attached), which we understand will be filed with the Commission, pursuant to Item 4 of Form 8-K, as part of the Company's Form 8-K report dated December 19, 2002. We agree with the statements concerning our Firm in such Form 8-K.

Very truly yours,

/s/ PricewaterhouseCoopers LLP

EX-99 4 pr0208skm.htm

FOR IMMEDIATE RELEASE

Ceramics Process Systems Corporation
Grant Bennett
President
111 South Worcester Street
Chartley, MA 02712
Telephone: (508) 222-0614 ext 18 Fax: (508) 222-0220
Web Site: www.alsic.com

CERAMICS PROCESS SYSTEMS CORPORATION APPOINTS SANSIVERI, KIMBALL & McNAMEE, LLP AS INDEPENDENT AUDITORS

Chartley, Massachusetts, December 19, 2002. Ceramics Process Systems Corporation (CPS) (OTC Bulletin Board: CPSX) today announced that its Board of Directors, upon the recommendation of its management and Audit Committee, has appointed Sansiveri, Kimball & McNamee LLP to replace PricewaterhouseCoopers LLP ("PWC") as the Company`s independent auditors.

The decision to change auditors was not the result of any disagreement between the Company and PWC. There are no disagreements on any matters of accounting principles or practices, financial statement disclosure, or auditing scope or procedure. During its tenure as the Company`s independent auditors, PWC has provided many years of quality service and has demonstrated a high level of professionalism.

ABOUT CPS

CPS develops, manufactures and markets advanced metal-matrix composites for housing and providing thermal management of high-density electronics. The Company`s products are primarily used in high-density microprocessor assemblies, wireless basestations, motor controllers, and satellite communications.

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