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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
December 15, 1998
(Date of Report)
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AXIA INCORPORATED
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation or organization)
333-64555 13-3205251
(Commission File Number) (IRS Employer
Identification No.)
100 West 22nd Street, Suite 134
Lombard, Illinois 60148
(Address of principal executive offices) (Zip code)
(630) 629-3360
(Registrant's telephone number, including area code)
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AXIA INCORPORATED
TABLE OF CONTENTS
FOR
CURRENT REPORT ON FORM 8-K
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Item 4. Changes in Registrant's Certifying Accountant................... 2
Item 7. Financial Statements and Exhibits............................... 3
Signature ............................................................... 4
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Item 4. Changes in Registrant's Certifying Accountant
On December 9, 1998, the Board of Directors of AXIA Incorporated (the
"Company") approved management's recommendation on July 23, 1998 to engage the
independent certified public accounting firm of Deloitte & Touche LLP ("D&T") to
audit the consolidated financial statements of the Company for the year ending
December 31, 1998. Prior to the sale of the predecessor company on July 22,
1998, the predecessor company's independent auditor was Arthur Andersen LLP.
The report of Arthur Andersen LLP on the predecessor company's consolidated
financial statements for the year ended December 31, 1997 did not contain an
adverse opinion or a disclaimer of opinion, and was not qualified or modified as
to uncertainty, audit scope or accounting principles.
In connection with the audit of the predecessor company's consolidated
financial statements for the year ended December 31, 1997, and during the
subsequent interim period prior to July 22, 1998, there were no disagreements
between and predecessor company and Arthur Andersen LLP on any matters of
accounting principles or practices, financial statement disclosure or auditing
scope and procedures which, if not resolved to the satisfaction of Arthur
Andersen LLP, would have caused Arthur Andersen LLP to make reference to the
matter in their reports.
There were no reportable events (as defined in Regulation S-K Item
304(a)(1)(v) during the year ended December 31, 1997 and the subsequent period
prior to the sale of the predecessor company on July 22, 1998.
The predecessor company had not consulted with D&T during the year ended
December 31, 1997 or any subsequent period prior to the sale of the Company on
July 22, 1998 on either the application of accounting principles or the type of
opinion D&T might issue on the predecessor company's financial statements.
In accordance with the rules of the Securities and Exchange Commission, the
Company provided Arthur Andersen LLP a copy of the disclosures made under this
Item 4 and requested Arthur Andersen LLP to furnish it with a letter addressed
to the Securities and Exchange Commission stating whether or not Arthur Andersen
LLP agrees with the above statements. Such letter is attached as Exhibit 16.1.
2
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Item 7. Financial Statements and Exhibits.
(c) Exhibits. The following material is filed as an exhibit to this
Current Report on Form 8-K:
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Exhibit
Number Description of Exhibit
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16.1 Letter of Arthur Andersen LLP regarding change in certifying accountant
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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.
AXIA INCORPORATED
/s/ Lyle J. Feye
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Lyle J. Feye
Vice President-Finance, Treasurer,
and Chief Financial Officer
Dated: December 15, 1998
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EXHIBIT INDEX
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Exhibit Page
Number Description Number
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16.1 Letter of Arthur Andersen LLP regarding change in certifying accountant 6
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EXHIBIT 16.1
December 15, 1998
Office of the Chief Accountant
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Dear Sir/Madam:
We have read Item 4 included in the Form 8-K dated December 15, 1998 of
AXIA Incorporated to be filed with the Securities and Exchange Commission
and are in agreement with the statements contained therein.
Very truly yours,
ARTHUR ANDERSEN LLP
By
Wayne J. Peters
CAK
Copy to:
Mr. Lyle J. Feye, Chief Financial Officer
AXIA Incorporated
