-----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, VmIyy3qvx/hrjd6AgZR1VTI7fRSu5NxXfSAHZamfNg133K0P8Do8a4+qa3N5LeZ8 rK1ZcbX6Ej5f1chnVJXJ0g== 0000950144-96-008933.txt : 19961209 0000950144-96-008933.hdr.sgml : 19961209 ACCESSION NUMBER: 0000950144-96-008933 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961203 ITEM INFORMATION: Changes in registrant's certifying accountant ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19961206 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: PIEDMONT MINING CO INC CENTRAL INDEX KEY: 0000819517 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 561378516 STATE OF INCORPORATION: NC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-16436 FILM NUMBER: 96677162 BUSINESS ADDRESS: STREET 1: 4215 STUART ANDREW BLVD CITY: CHARLOTTE STATE: NC ZIP: 28217 BUSINESS PHONE: 7045236866 MAIL ADDRESS: STREET 1: 4215 STUART ANDREW BLVD CITY: CHARLOTTE STATE: NC ZIP: 28217 8-K 1 PIEDMONT MINING CO. 8-K (12/03/96) 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) December 3, 1996 ---------------- PIEDMONT MINING COMPANY, INC. (Exact name of registrant as specified in its charter) North Carolina 0-16436 56-1378516 - -------------- ------- ---------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.)
4101-G Stuart Andrew Boulevard, Charlotte, North Carolina 28217 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (704) 523-6866 ---------------------------- Not applicable - ------------------------------------------------------------------------------- (Former name or former address, if changed since last report.) Page 1 of 6 Pages 2 ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT. (a) Price Waterhouse LLP has served as the Registrant's independent accountant to audit the financial statements of the Registrant and its subsidiaries for each of the two most recent fiscal years ended December 31, 1995 and December 31, 1994 and for prior fiscal years. At the 1996 Annual Meeting of Shareholders, the Board of Directors did not submit a recommendation for shareholder approval of the selection of independent accountants to audit the Registrant's financial statements for the fiscal year ending December 31, 1996, stating that the Board of Directors would make such selection at a later time, but Price Waterhouse LLP has continued to provide accounting services to the Registrant through December 3, 1996. On December 3, 1996, Price Waterhouse LLP notified the Registrant that it was resigning from its engagement as the Registrant's independent accountant and that it declined to be considered for service as the Registrant's independent accountants to audit the financial statements of the Registrant for the fiscal year ending December 31, 1996. Price Waterhouse LLP's report on the financial statements of the Registrant and its subsidiaries for the year ended December 31, 1995 dated April 4, 1996 contained explanatory paragraphs describing the operating status of the Registrant and certain factors which raised substantial doubt as to the ability of the Registrant to continue as a going concern, but contained no adverse opinion or disclaimer of opinion and was not otherwise qualified or modified as to uncertainty, audit scope or accounting principles. Price Waterhouse LLP's report on the financial statements of the Registrant for the fiscal year ended December 31, 1994 dated March 17, 1995 included explanatory paragraphs describing an uncertainty associated with a claim asserted against the Registrant and a change in accounting for income taxes in 1994 but did not contain an adverse opinion or a disclaimer of opinion and was not otherwise qualified or modified as to uncertainty, audit scope or accounting principles. In connection with its audits for the Registrant's two most recent fiscal years ended December 31, 1995 through December 3, 1996, (1) there were no disagreements with Price Waterhouse LLP 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 Price Waterhouse LLP, would have caused it to make reference to the subject matter of the disagreement(s) in its report on the Registrant's financial statements for such years, and (2) no "reportable event" (as defined in Item 304(a)(1)(iv) of Regulation S-B) occurred. The Registrant has provided Price Waterhouse LLP with a copy of this Current Report on Form 8-K prior to its filing with the Securities and Exchange Commission. A letter from Price Waterhouse LLP addressed to the Securities and Exchange Commission indicating its agreement with the statements made by the Registrant in this Current Report on Form 8-K is filed herewith as Exhibit 16 to this Report. Page 2 of 6 Pages 3 (b) The Board of Directors has not yet selected a firm to replace Price Waterhouse LLP as independent accountants. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits 16 Letter from Price Waterhouse LLP regarding resignation of certifying accountant. Page 3 of 6 Pages 4 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. PIEDMONT MINING COMPANY, INC. By: Robert M. Shields, Jr. /s/ ------------------------------------ Robert M. Shields, Jr. Chairman of the Board, Chief Executive Officer and Treasurer Dated: December 6, 1996 Page 4 of 6 Pages 5 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. EXHIBITS FORM 8-K CURRENT REPORT Date of Report Commission File Number December 3, 1996 0-16436 PIEDMONT MINING COMPANY, INC. EXHIBIT INDEX
Exhibit No Exhibit Description - ---------- ------------------- 16 Letter of Price Waterhouse LLP dated December 3, 1996 regarding resignation of certifying accountant (Page 6 of the sequentially numbered pages).
Page 5 of 6 Pages EX-16 2 LETTER OF PRICE WATERHOUSE (12/3/96) 1 EXHIBIT 16 [LETTERHEAD OF PRICE WATERHOUSE LLP] December 3, 1996 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Ladies and Gentlemen: Piedmont Mining Company, Inc. We have read Item 4 of Piedmont Mining Company's Form 8-K dated December 3, 1996 and are in agreement with the statements contained in item 4(a) therein. Yours very truly, Price Waterhouse LLP Page 6 of 6 Pages -----END PRIVACY-ENHANCED MESSAGE-----