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FORM 8-K/A
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report: May 24, 1999
Commission file number: 0-27992
ELAMEX, S.A. de C.V.
(Exact name of registrant as specified in its charter)
Mexico Not Applicable
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
Avenida Insurgentes No. 4145-B Ote.
Cd. Juarez, Chihuahua Mexico C.P. 32340
(Address of principal executive offices) (Zip code)
(915) 774-8252
Registrant's telephone number, including area code
in El Paso, Texas
Form 8-K shall be used for current reports under Section 13 or 15(d) of the
Securities Exchange Act of 1934, filed pursuant to Rule 13a-11 [17 CFR
240.13a-11] or Rule 15d-11 [17 CFR 240.15d-11].
This Amendment No. 2 on Form 8-K/A (this "Amendment") does not make any
substantive change to the Form 8-K, as electronically filed with the Commission
on April 30, 1999 (the "Original 8-K"), and amended on Form 8-K/A ("Amendment
No. 1") filed with the Commission on May 17, 1999. This Amendment has been filed
to amend Exhibit 16 (Letter re change in Auditors) filed originally on Form
8-K/A Amendment No. 1.
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Item 4. Changes in Registrant's Certifying Accountants.
On April 23, 1999, the shareholders of the registrant, at their
regularly scheduled annual meeting, approved the recommendation by the Audit
Committee of the Board of Directors to (i)engage Deloitte & Touche LLP as
independent accountants for Elamex, S.A. de C.V. and (ii) replace KPMG LLP as
such independent accountants.
During the fiscal years ended December 31, 1990 through December 31,
1998, and for the interim period ending April 23, 1999, (i) there were no
disagreements with KPMG LLP on any matter of accounting principles or practices,
financial statement disclosures, or auditing scope or procedures, which
disagreements if not resolved to its satisfaction would have caused it to make
reference in connection with its report to the subject matter of the
disagreement, and (ii) KPMG LLP has not advised the registrant of any reportable
events as defined in paragraph (A) through (D) of Regulation S-K Item 304 (a)
(1) (v).
The accountant's report of KPMG LLP on the consolidated financial
statements of Elamex, S.A. de C.V. and Subsidiaries as of and for the past 2
years ended December 31, 1998, and for the interim period ending April 23, 1999
did not contain any adverse opinion or disclaimer of opinion, and was not
qualified of modified as to uncertainty, audit scope, or accounting principles.
Item 7. Financial Statements and Exhibits.
A. Exhibits:
Exhibit 16. Letter re change in certifying accountants.
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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, in Ciudad Juarez, Chihuahua, Mexico.
ELAMEX, S.A. de C.V.
Date: May 24, 1999 By: /s/ Hector Raynal
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Hector M. Raynal
President and Chief Executive Officer
(Duly Authorized Officer)
Date: May 24, 1999 By: /s/ Carlos Martens
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Carlos D. Martens
Vice-President of Finance and
Chief Financial Officer
KPMG (letterhead)
221 N. Kansas Street, Suite 1300
P.O. Box 522551
El Paso, TX 79999-0010
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
We were previously principal accountants for Elamex, S.A. de C.V. and, under the
date of March 1, 1999, we reported on the consolidated financial statements of
Elamex, S.A. de C.V. and subsidiaries (Elamex) as of and for the years ended
December 31, 1998 and 1997. On March 24, 1999, our appointment as principal
accountants was terminated. We have read Elamex's statements included under Item
4 of its amended 8-K dated May 17, 1999, and we agree with such statements,
except (i) that we are not in a position to agree or disagree with Elamex's
statement that the change was recommended by the audit committee of the Board of
Directors, (ii) that we are not in a position to agree or disagree with Elamex's
statement that the new accountants were not consulted regarding the application
of accounting principles to a specified transaction, completed or proposed; or
regarding the type of audit opinion that might be rendered on Elamex's financial
statements, and Elamex's new accountants were not consulted regarding any matter
disclosed in any comment in the 8-K's item 4, and (iii) except as described in
the following sentence. In our letter relating to internal control and
accounting procedures dated March 1, 1999, we noted a reportable condition
related to Elamex's accounting records and procedures in accounting for income
taxes.
/S/ KPMG LLP
El Paso, Texas
May 20, 1999
