-----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, H9umbCKgAF4jteNvs0xDGh4VddQMfnS1H2BnwmK+Ae/01jeBuWn7tCmS+F0ZQysT yZooh4iCFXcc2vAK/Bl4aw== 0000897101-06-000220.txt : 20060130 0000897101-06-000220.hdr.sgml : 20060130 20060130172322 ACCESSION NUMBER: 0000897101-06-000220 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050527 ITEM INFORMATION: Changes in Registrant.s Certifying Accountant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060130 DATE AS OF CHANGE: 20060130 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TENNANT CO CENTRAL INDEX KEY: 0000097134 STANDARD INDUSTRIAL CLASSIFICATION: REFRIGERATION & SERVICE INDUSTRY MACHINERY [3580] IRS NUMBER: 410572550 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16191 FILM NUMBER: 06563064 BUSINESS ADDRESS: STREET 1: 701 N LILAC DR STREET 2: PO BOX 1452 CITY: MINNEAPOLIS STATE: MN ZIP: 55440 BUSINESS PHONE: 6125401200 MAIL ADDRESS: STREET 1: 701 N LILAC DR STREET 2: PO BOX 1452 CITY: MINNEAPOLIS STATE: MN ZIP: 55440 FORMER COMPANY: FORMER CONFORMED NAME: TENNANT G H CO DATE OF NAME CHANGE: 19700515 8-K 1 tennant060364_8k.htm FORM 8-K DATED 01-30-2006 Tennant Company Form 8-K dated January 30, 2006


 
 


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) May 27, 2005


TENNANT COMPANY PROFIT SHARING
AND EMPLOYEE STOCK OWNERSHIP PLAN

(Exact name of registrant as specified in its charter)

Minnesota 1-16191 41-0572550
(State or other jurisdiction
of incorporation)
(Commission File Number) (IRS Employer
Identification No.)


701 North Lilac Drive, P.O. Box 1452
Minneapolis, Minnesota
55440
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code (763) 540-1200


        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):

o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o   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.

On May 27, 2005, the Tennant Company Profit Sharing and Employee Stock Ownership Plan (the “Plan”) dismissed KPMG LLP as its independent registered public accounting firm, for the Plan’s fiscal years ending on or after December 31, 2004. The Retirement Benefits Committee of Tennant Company (the “Company”) participated in and approved the decision to change the independent registered public accounting firm. KPMG LLP continued as the Plan’s auditor for the year ended December 31, 2004, including with respect to the financial statements filed in the Annual Report on Form 11-K filed by the Plan on June 30, 2005.

The audit reports of KPMG LLP on the Plan’s financial statements for the past two fiscal years did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles.

During the Plan’s two most recent fiscal periods ended December 31, 2004 and December 31, 2003, and the subsequent interim period through July 18, 2005, which is the date on which the Plan notified KPMG LLP of its decision to dismiss KPMG LLP as the Plan’s independent registered public accounting firm, there were no disagreements with KPMG LLP on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure (within the meaning of Item 304(a)(1)(iv) of Regulation S-K), which disagreements if not resolved to the satisfaction of KPMG LLP would have caused them to make reference thereto in their reports on the financials statements for such years.

During the Plan’s two most recent fiscal periods ended December 31, 2004 and December, 2003, and the subsequent interim period through July 18, 2005, there have been no “reportable events” (as defined by Item 304(a)(1)(v) of Regulation S-K).

The Plan has requested that KPMG LLP furnish it with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the above statements. A copy of such letter, dated January 27, 2006, is filed as Exhibit 16.1 to this Form 8-K.

The Retirement Benefits Committee of the Company approved the engagement of McGladrey & Pullen, LLP as the new independent registered public accounting firm for the Plan on May 27, 2005. During the Plan’s two most recent fiscal periods ended December 31, 2004 and December 31, 2003, and the subsequent interim period through May 27, 2005, neither the Plan nor anyone on its behalf consulted with McGladrey & Pullen, LLP regarding any of the matters or events set forth in Item 304(a)(2)(i) and (ii) of Regulation S-K.

Item 9.01.   Financial Statements and Exhibits.

  (c)   Exhibits. The following exhibit is filed herewith:

  16.1   Letter from KPMG LLP.


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.

TENNANT COMPANY
 
 
Date:   January 30, 2006 /s/   Heidi M. Hoard
        Vice President, General Counsel and
        Secretary





















EXHIBIT INDEX

Exhibit
Description
Method
of Filing

16.1   Letter from KPMG LLP   Filed Electronically  



















EX-16 2 tennant060364_ex16-1.htm LETTER FROM KPMG LLC Exhibit 16.1 to Tennant Company Form 8-K dated January 30, 2006

EXHIBIT 16.1




January 27, 2006



Securities and Exchange Commission
Washington, DC 20549


Ladies and Gentlemen:

We were previously principal accountants for the Tennant Company Profit Sharing and Employee Stock Ownership Plan (the Plan) and, under the date of June 2, 2005, we reported on the financial statements of the Plan as of and for the years ended December 31, 2004 and 2003. On July 18, 2005, our appointment as principal accountants was terminated. We have read Tennant Company’s statements included under Item 4.01 of its Form 8-K dated May 27, 2005 and we agree with such statements, except that we are not in a position to agree or disagree with Tennant Company’s statement that McGladrey & Pullen, LLP was not consulted regarding any of the matters or events set forth in Item 304(a)(2)(i) and (ii) of Regulation S-K.

Very truly yours,

/s/ KPMG LLP

-----END PRIVACY-ENHANCED MESSAGE-----