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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): JANUARY 16, 1995
SCHAWK, INC.
(Exact name of Registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation or organization)
0-11662 66-0323724
(Commission File Number) (I.R.S. Employer Identification Number)
1695 RIVER ROAD
DES PLAINES, ILLINOIS 60018
(Address of principal executive office) (Zip Code)
708/827-9494
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
PAGE 1 OF 5 PAGES.
EXHIBIT INDEX APPEARS ON SEQUENTIALLY NUMBERED PAGE 4
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
Effective December 30, 1994, the corporation previously known as
Schawk, Inc. ("Old Schawk") and certain affiliated corporations (collectively
with Old Schawk, the "Old Schawk Companies") were merged into the Registrant
(formerly known as "Filtertek, Inc.") in a transaction accounted for as a
purchase transaction. The surviving corporation in the merger was Filtertek,
Inc. which then changed its name to Schawk, Inc.; however, under applicable
accounting rules the historical financial statements of the Old Schawk
Companies, rather than the Filtertek, Inc. statements, will be treated as the
financial statements of the Registrant. The Registrant's operations consist of
two segments, its graphics business (the "Graphics Group") and its plastics
business (the "Plastics Group"). The Plastics Group is comprised primarily of
what was the business of Filtertek, Inc. prior to the merger and the Graphics
Group is comprised primarily of what was the business of the Old Schawk
Companies.
The Registrant's principal accountant from 1983 through January 16,
1995 has been Arthur Andersen LLP. The Old Schawk Companies' principal
accountant from January 1, 1992 through December 30, 1994 has been Ernst &
Young LLP.
On January 16, 1995, the Board of Directors decided to continue to
retain Arthur Andersen LLP to audit the Plastics Group and Ernst & Young LLP to
audit the Graphics Group for the fiscal year ended December 31, 1994. However,
as a result of the merger, Ernst & Young LLP has become the Registrant's
principal accountants because, as stated above, under accounting rules the
financial statements of the Old Schawk Companies will be treated as the
financial statements of the Registrant. Consequently, Ernst & Young LLP will
deliver an audit opinion on behalf of the Registrant for the fiscal year ended
December 31, 1994. Arthur Andersen LLP will deliver an audit opinion with
respect to the Plastics Group for the year ended December 31, 1994 and Ernst &
Young LLP will refer to such opinion in delivering its audit opinion on behalf
of the Registrant.
The Registrant and Arthur Andersen LLP have not disagreed on any
matter of accounting principles or practice, financial statement disclosure or
auditing scope or procedure in connection with the audits for the Registrant's
two most recent audited fiscal years or during the period January 1, 1994 to
January 16, 1995. The Board of Directors determination not to retain Arthur
Andersen LLP was not based on the expectation that any such disagreement would
arise in connection with the audit of its financial statements for the year
ended December 31, 1994, but rather by virtue of the merger.
Arthur Andersen LLP's reports on the financial statements of Filtertek,
Inc. for the fiscal years ended December 31, 1993 and December 31, 1992 did not
contain an adverse opinion or a disclaimer of opinion, nor were such reports
qualified or modified as to uncertainty, audit scope or accounting principles.
Other than as described above, Filtertek, Inc. had not engaged or
otherwise consulted with Ernst & Young LLP regarding any matter relating to
Filtertek, Inc.'s financial statements, and no written report or oral advise
was provided to Filtertek, Inc. by Ernst & Young LLP regarding any decision of
Filtertek, Inc. as to any accounting, auditing or financial reporting issue.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(C) EXHIBITS:
20.04 Letter 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, hereunto duly authorized.
FILTERTEK, INC.
Date: February 6, 1995 By: /s/ Marie Meisenbach Graul
Marie Meisenbach Graul
Chief Financial Officer, Treasurer
and Public Information Officer
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EXHIBIT INDEX
Exhibit 20.04 Letter regarding Change in Certifying Accountant
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EXHIBIT 20.04
February 6, 1995
Office of the Chief Accountant
SECPS Letter File
Securities and Exchange Commission
Mail Stop 9-5
450 Fifth Street, N.W.
Washington, D.C. 20549
RE: SCHAWK, INC.
Ladies and Gentlemen:
We have read the first five paragraphs of Item 4 included in the
attached Form 8-K/A dated January 16, 1995 of Schawk, Inc. (formerly
Filtertek, Inc.) filed with the Securities and Exchange Commission and are in
agreement with the statements contained therein.
Very truly yours,
ARTHUR ANDERSEN LLP
