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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
Date of Report (Date of earliest event reported) June 9, 1995 (June 2, 1995)
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NRP INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 0-14315 75-2050538
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
8150 N. CENTRAL EXPWY., SUITE #795 DALLAS, TEXAS 75206
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(Address of executive offices) (Zip Code)
Registrant's telephone number, including area code: (214) 373-8662
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(Former name or former address, if changed since last report)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On June 2, 1995 the Audit Committee of the Board of Directors of NRP
Inc. unanimously approved the dismissal of Grant Thornton as the independent
certified public accountants and auditors for NRP Inc. and its subsidiaries.
Grant Thornton performed the audit for NRP Inc. and its subsidiaries for the
fiscal years ending June 30, 1992 through the fiscal year ending June 30, 1994.
In the previous two years, Grant Thornton's report on the financial statements
of NRP Inc. did not contain an adverse opinion, nor a disclaimer of opinion,
nor was qualified or modified as to uncertainty, audit scope or accounting
principles. Except as described below, there were no disagreements with Grant
Thornton on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which disagreements, if
not resolved to the satisfaction of Grant Thornton, would have caused it to
make reference to the subject matter of the disagreements in connection with
its report during NRP Inc.'s two most recent fiscal years and any subsequent
interim period preceding this dismissal.
With regard to the financial statements of the Registrant for the year
ended June 30, 1993, there was an initial disagreement as to the amount of the
deferred taxes to be recognized for net operating losses carried forward. Such
disagreement, however, was resolved to the mutual satisfaction of Grant
Thornton and the Registrant.
With regard to the financial statements of the Registrant for the year
ended June 30, 1994, there was an initial disagreement as to the accounting
treatment for the recognition of a deferred tax asset for net operating loss
carryforwards acquired in a business combination for which goodwill was
recorded. Such disagreement, however, was resolved to the mutual satisfaction
of Grant Thornton and the Registrant.
Neither the Registrant's Audit Committee nor its Board of Directors
discussed the subject matter of the above described disagreements with Grant
Thornton. The Registrant has authorized Grant Thornton to respond fully to the
inquiries of the successor accountant concerning the subject matter of such
disagreements.
Grant Thornton has provided the Registrant with a copy of a letter to
the Commission stating that Grant Thornton agrees with the statements made in
the preceding paragraphs. A copy of the letter from Grant Thornton is attached
as Exhibit 16.1 to this Form 8-K. The Audit Committee's decision to dismiss
Grant Thornton was unrelated to the initial disagreements described above.
Also on June 2, 1995, the Audit Committee of the Board of Directors
unanimously approved the appointment of the firm of Price Waterhouse to serve
as the independent certified public accountants and auditors for NRP Inc. and
its subsidiaries for the fiscal year ending June 30, 1995.
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ITEM 7. EXHIBITS.
16.1 Letter from Grant Thornton addressed to Chief Accountant of
Securities and Exchange Commission regarding dismissal as
auditors for NRP Inc.
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
Date: June 9, 1995 NRP INC.
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(Registrant)
/s/ Jerry L. Sims, Jr.
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Jerry L. Sims, Jr.
Secretary
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INDEX TO EXHIBITS
EXHIBIT DESCRIPTION
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16.1 Letter from Grant Thornton addressed to Chief Accountant of
Securities and Exchange Commission regarding dismissal as
auditors for NRP Inc.
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EXHIBIT 16.1
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[GRANT THORNTON LETTERHEAD]
June 9, 1995
Securities and Exchange Commission
Washington, DC 20549
Re: NRP Inc.
File No. 0-14315
Dear Sir or Madam:
We have read item 4 of the Form 8-K of NRP dated June 9, 1995 and agree with
the statements contained therein.
Very truly yours,
/s/ GRANT THORNTON LLP
