-----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, SMtflUe8+RLoAbI+dVtppKuuqFxLg43dpoAZRyxcOyPtbk7QHJWSA3+jjkmOU/NS LX15BO5QrxSvh0socMzhWQ== 0001110550-05-000108.txt : 20050921 0001110550-05-000108.hdr.sgml : 20050921 20050921171143 ACCESSION NUMBER: 0001110550-05-000108 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050907 ITEM INFORMATION: Changes in Registrant.s Certifying Accountant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050921 DATE AS OF CHANGE: 20050921 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SERVOTRONICS INC /DE/ CENTRAL INDEX KEY: 0000089140 STANDARD INDUSTRIAL CLASSIFICATION: CUTLERY, HANDTOOLS & GENERAL HARDWARE [3420] IRS NUMBER: 160837866 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-07109 FILM NUMBER: 051096366 BUSINESS ADDRESS: STREET 1: 1110 MAPLE ST CITY: ELMA STATE: NY ZIP: 14059 BUSINESS PHONE: 7166335990 MAIL ADDRESS: STREET 1: P O BOX 300 STREET 2: ELMA STATE: NY ZIP: 14059-0300 8-K/A 1 servotronicseightk.txt SERVOTRONICS, INC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 -------------------------- FORM 8-K/A Amendment No. 1 Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 7, 2005 SERVOTRONICS, INC. ------------------ (Exact Name of Registrant as Specified in its Charter) Delaware 1-07109 16-0837866 -------- ------- ---------- (State or Other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 1110 Maple Street, Elma, New York 14059-0300 -------------------------------------------- (Address of Principal Executive Offices, including zip code) 716-655-5990 ------------ (Registrant's telephone number, including area code) Not Applicable -------------- (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act(17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b)under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 4.01. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT. The following disclosure under Item 4.01 was previously reported in a Current Report on Form 8-K dated September 7, 2005 and filed with the Securities and Exchange Commission on September 9, 2005 (the "September 9 Form 8-K"). In accordance with Item 304(a)(3) of Regulation S-B, the purpose of this amended Current Report on Form 8-K/A is to file the letter of PricewaterhouseCoopers LLP, which is referred to in the last paragraph of the following disclosure and was unavailable at the time of filing the September 9 Form 8-K. The letter, which is dated September 19, 2005, was received by the Company on September 20, 2005 and is attached hereto as Exhibit 16.1. On September 7, 2005, the Audit Committee of the Board of Directors of Servotronics, Inc. (the "Company") dismissed PricewaterhouseCoopers LLP ("PWC") as the Company's independent registered public accounting firm. The audit reports of PWC on the Company's consolidated financial statements as of and for the two fiscal years ended December 31, 2004 did not contain any adverse opinion or disclaimer of opinion, nor were these opinions modified as to uncertainty, audit scope or accounting principles. During the Company's two most recent fiscal years and through September 7, 2005, there were no disagreements between the Company and PWC on any matters of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of PWC, would have caused it to make a reference to the subject matter of the disagreement in connection with its audit report. None of the reportable events set forth in Item 304(a)(1)(iv)(B) of Regulation S-B occurred within the Company's two most recent fiscal years or through September 7, 2005. For additional information, please see the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on September 1, 2005. On September 7, 2005, the Audit Committee engaged Freed Maxick & Battaglia, CPAs, P.C. ("Freed Maxick"), effective September 8, 2005, to serve as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2005. During the Company's two most recent fiscal years, and subsequently through the effective date of the engagement of Freed Maxick, neither the Company nor any person acting on behalf of the Company consulted with Freed Maxick with respect to the application of accounting principles to a specific completed or contemplated transaction, 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 Item 304 (a)(1)(iv) of Regulation S-B. Since August 16, 2005, RSM McGladrey, Inc., a business services company, has been retained by the Audit Committee of the Company's Board of Directors to investigate and report to the Audit Committee with respect to certain unauthorized practices by a senior financial officer of the Company with respect to the Company's payroll accounts. A substantial number of the partners and other professional accounting personnel of Freed Maxick are also employees of RSM McGladrey, Inc. The Company requested that PWC furnish it with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the above statements made by the Company. Upon receipt of the letter from PWC, the Company will file an amendment to this Form 8-K and include a copy of PWC's letter as an exhibit. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 16.1 Letter from PricewaterhouseCoopers LLP dated September 19, 2005. 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. Date: September 21, 2005 SERVOTRONICS, INC. By: /s/ Cari L. Jaroslawsky ------------------------------- Cari L. Jaroslawsky Interim Chief Financial Officer EX-16 2 servotronicsex.txt EXHIBIT 16 Exhibit 16.1 [PricewaterhouseCoopers Logo] PricewaterhouseCoopers LLP 3600 HSBC Center Buffalo, NY 14203-2879 Telephone (716)856-4650 Facsimile (716)856-1208 September 19, 2005 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7561 Commissioners: We have read the statements made by Servotronics, Inc. (copy attached), which we understand were filed with the U.S. Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K, as part of Servotronics's Form 8-K report dated September 7, 2005. We agree with the statements concerning our Firm in such Form 8-K. Very truly yours, /s/ PricewaterhouseCoopers LLP - ------------------------------ PricewaterhouseCoopers, LLP -----END PRIVACY-ENHANCED MESSAGE-----