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) August 26, 1999
---------------
TRM CORPORATION
Oregon 0-19657 93-0809419
- --------------------------------------------------------------------------------
(State or other jurisdiction of (Commission (IRS Employer
incorporation or organization) File No.) Identification No.)
5208 N.E. 122nd Avenue, Portland, OR 97230
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(503) 257-8766
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
No Change
- --------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
<PAGE>
Item 4. Changes in Registrant's Certifying Accountants
- ------------------------------------------------------
(a) Previous Independent Accountants
(i) On August 26, 1999, TRM Corporation ("TRM") dismissed its previous
certifying accountant, KPMG LLP ("KPMG").
(ii) The audit reports of KPMG on the consolidated financial
statements of TRM and subsidiaries as of December 31, 1998 and June
30, 1998 and 1997, and for the six months ended December 31, 1998 and
for each of the years in the two-year period ended June 30, 1998, did
not contain any adverse opinion or disclaimer of opinion, nor were
they qualified or modified as to uncertainty, audit scope, or
accounting principles.
(iii) The decision to change accountants was approved by the Audit
Committee of TRM's Board of Directors.
(iv) In connection with the audits of the six-month period ending
December 31, 1998 and the two fiscal years ending June 30, 1998, and
the subsequent interim period through August 26, 1999, there were no
disagreements with KPMG on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or
procedures, which disagreements if not resolved to their satisfaction
would have caused them to make reference in connection with their
opinion to the subject matter of the disagreement.
(v) TRM requested that KPMG furnish it with a letter addressed to the
Securities and Exchange Commission stating whether or not it agrees
with the statements above and, if not, stating the respects in which
it does not agree. A copy of such letter is attached hereto as Exhibit
16 and is incorporated herein by reference.
(b) New Independent Accountants
TRM engaged PricewaterhouseCoopers LLP ("PWC") as its new
certifying accountant as of August 27, 1999. During the two most
recent fiscal years and through the date hereof, TRM has not consulted
with PWC regarding any matters specified in Items 304(a)(2)(i) or (ii)
of Regulation S-K under the Securities Exchange Act of 1934.
Page 2 of 4
<PAGE>
Item 7. Financial Statements and Exhibits
- -----------------------------------------
(c) Exhibits
16. Letter from KPMG LLP re change in certifying accountant.
Page 3 of 4
<PAGE>
Signature
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.
Dated: September 1, 1999
TRM CORPORATION
By SHAMI PATEL
--------------------------------------
Shami Patel
Vice President, Finance and
Chief Financial Officer
Page 4 of 4
<PAGE>
EXHIBIT INDEX
Sequential
Exhibit No. Description Page No.
- ----------- ----------- ----------
16 Letter from KPMG LLP re change
in certifying accountant.
September 2, 1999
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
We were previously principal accountants for TRM Corporation (formerly TRM Copy
Centers Corporation) and, under the date of February 19, 1999, we reported on
the consolidated financial statements of TRM Corporation (formerly TRM Copy
Centers Corporation) and subsidiaries as of December 31, 1998 and June 30, 1998
and 1997, and for the six months ended December 31, 1998 and for each of the
years in the two-year period ended June 30, 1998. On August 26, 1999, our
appointment as principal accountants was terminated. We have read TRM
Corporation's statements included under Item 4 of its Form 8-K dated September
2, 1999, and we agree with such statements, except that we are not in a position
to agree or disagree with TRM Corporation's statement that the change was
approved by the audit committee of the board of directors. Further, we are not
in a position to agree or disagree with TRM Corporation's statement that
PricewaterhouseCoopers LLP was not engaged regarding the application of
accounting principles to a specified transaction or type of audit opinion that
might be rendered on TRM Corporation's financial statements.
Very truly yours,
KPMG LLP