SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Securities Act of 1934
Date of Report (Date of earliest event reported) May 1, 1996
Craftmatic Industries, Inc.
----------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 0-14261 23-2394334
- -----------------------------------------------------------------------
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) Number)
2500 Interplex Drive, Trevose, Pennsylvania 19053
- -----------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (215) 639-1310
- ------------------------------------------------------------------------
(Former name or former address, if changed since last report)
Item 4. Changes in Registrant's Certifying Accountant
Background; Chapter 11 Reorganization.
As stated in Form 8-K filed January 25, 1996, Craftmatic Industries,
Inc., a Delaware corporation (the "Company") and Craftmatic Organization, Inc.,
a Pennsylvania corporation ("Organization") (the Company and Organization are
hereinafter collectively referred to as the "Debtors") filed separate voluntary
petitions under Chapter 11 of the U.S. Bankruptcy Code, in United States
Bankruptcy Court for the Southern District of New York on January 12, 1996. By
order of the Bankruptcy Court, the two cases were administratively consolidated
for procedural purposes only (Case Nos. 96B40154 and 96B40155).
Application and Order to Substitute and Retain Accountants.
The Company had previously employed KPMG Peat Marwick LLP ("KPMG") as
independent accountants for purposes of certifying the consolidated financial
statements of the Company. The Company and KPMG were unable to reach agreement
on the fee arrangement with respect to the audit of the Company's consolidated
financial statements for the fiscal year ending September 30, 1995 (the "Prior
Period"). As a result, on April 24, 1996, the Debtors presented an application
to the Bankruptcy Court requesting that the Court authorize the substitution of
KPMG and the retention of Friedman Alpren & Green LLP ("Friedman
<PAGE>
Alpren") as independent public accountants for the Debtors, and the Court
authorized such substitution and retention by order dated May 1, 1996.
As a result of the Court's authorization and order, KPMG was dismissed
as the Debtor's independent public accountants effective May 1, 1996, which
dismissal was confirmed by KPMG by letter dated May 23, 1996. The dismissal of
KPMG as the Debtor's independent public accountants was approved by the Boards
of Directors of the Debtors after the Company was unable to reach a satisfactory
fee arrangement with KPMG with respect to the audit of the Debtors' books and
records for the Prior Period, and subsequent periods and any work resulting from
or associated with the Debtors' bankruptcy proceedings.
The Company had no disagreements with KPMG on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure.
It is presently expected that during the week of May 28, 1996, Friedman
Alpren will conduct initial discussions with representatives of the Company as
to the scope and timing of the audit for the Prior Period. The Company presently
expects that Friedman Alpren will conclude its audit for the Prior Period on or
about July 31, 1996.
Item 5. Other Events
Failure to File Form 10-K
As a result of the matters described in Item 3 of the Company's Form
8-K dated January 25, 1996, the Company has been unable to file its Annual Form
on Form 10-K within the prescribed time. The Company had not, until May 1, 1996,
been authorized by the Bankruptcy Court to engage independent public accountants
to conduct the audit of the Company's financial statements for the Prior Period.
While the Company presently expects that Friedman Alpren will conclude its audit
of the consolidated financial statements of the Company for the Prior Period on
or about July 31, 1996, the Company can not state with certainty at the present
time when such Form 10-K will be filed.
Item 7. Exhibits
(a) Not applicable.
(b) Not applicable.
<PAGE>
(c) Exhibits.
Exhibit No. Exhibit
----------- -------
4.1 Craftmatic Industries, Inc. and Craftmatic
Organization, Inc. Notice of Presentment dated
April 24, 1996, filed in the United States
Bankruptcy Court for the Southern District of New
York (Case Nos. 96B40154 and 96B40155);
4.2 Craftmatic Industries, Inc. and Craftmatic
Organization, Inc. Application for an Order
authorizing the withdrawal and substitution of
KPMG Peat Marwick and retention of Friedman Alpren
& Green, LLP as accountants and reorganization
consultants for the Debtors and Debtors-in-
Possession filed April 24, 1996 in the United
States Bankruptcy Court for the Southern District
of New York (Case Nos. 96B40154 and 96B40155);
4.3 Form of Order dated May 1, 1996, authorizing (i)
substitution of KPMG Peat Marwick LLP as accountants
and reorganization consultants and (ii) retention of
Friedman Alpren & Green LLP as accountants and
reorganization consultants for the Debtors and
Debtors-in-Possession;
4.4 Letter from KPMG Peat Marwick to Craftmatic
Industries, Inc. dated May 23, 1996.
<PAGE>
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.
CRAFTMATIC INDUSTRIES, INC.
Date: June 11, 1996
By:/s/ Stanley A. Kraftsow
----------------------------
Stanley A. Kraftsow,
Chairman of the Board,
Chief Executive Officer
and President
EXHIBIT 4.1
<PAGE>
Presentment Date: May 1, 1996
Time: 10:00 A.M.
UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK
- --------------------------------------------------X
:
In re In Proceedings For
: Reorganization Under
CRAFTMATIC INDUSTRIES, INC. and Chapter 11
CRAFTMATIC ORGANIZATION, INC., :
d/b/a EAK Advertising Co., Case Nos. 96 B 40154
: 96 B 40155 (SMB)
Debtors.
: Jointly Administered
- --------------------------------------------------X
NOTICE OF PRESENTMENT
PLEASE TAKE NOTICE that upon the annexed application (the
"Application") of the above-captioned Debtors, and the attached affidavit of Jay
Goldstein in support of the Application, the attached Order authorizing the
substitution of KPMG Peat Marwick LLP ("KPMG") and the retention of Friedman
Alpren & Green LLP ("Friedman Alpren") as accountants to the Debtors will be
presented for signature to the Honorable Stuart M. Bernstein, United States
Bankruptcy Judge, United States Bankruptcy Court for the Southern District of
New York, Alexander Hamilton Custom House, One Bowling Green, New York, New York
10004-1408, on May 1, 1996 at 10:00 a.m.
PLEASE TAKE FURTHER NOTICE that objections, if any, to the
proposed Order must be in writing and shall be served so as to actually be
received in the Chambers of the Honorable Stuart M. Bernstein and by the
undersigned counsel no later than 5 p.m.
<PAGE>
on April 30, 1996. Unless objections are received by that time, the Order
may be signed.
PLEASE TAKE FURTHER NOTICE that in the event an objection to
the Order is timely served and filed, the hearing thereon will be held before
the Honorable Stuart M. Bernstein, United States Bankruptcy Judge, in Courtroom
621 of the United States Bankruptcy Court, One Bowling Green, New York, New York
10004, at a time to be set by the Court.
Dated: New York, New York
April 24, 1996
PARKER CHAPIN FLATTAU & KLIMPL, LLP
Counsel to the Debtors and
Debtors-in-Possession
By:/s/ Henry Condell
---------------------------------
Henry Condell (4353)
1211 Avenue of the Americas
New York, New York 10036
(212) 704-6000
<PAGE>
Advanta Business Services Corp. Lewis, Rice & Fingersh
1020 Laurel Oak Road 500 North Broadway, Suite 2000
P.O. Box 1228 St. Louis, MO 63102
Voorhees, NJ 08043-1228 Attn: Larry E. Parres
Attn: Lisa Fleischer, Esquire Henry F. Luepke, Jr.
Associate Counsel
Office of the United States Trustee John A. Lyckman
80 Broad Street Assistant General Counsel
3rd Floor Leggett & Platt
New York, NY 10004 P.O. Box 757, #1 Leggett Road
Attn: Katherine Lotriante, Esquire Carthage, MO 64836
Stephen M. Prosperi Sandra A. Riemer
Assistant Attorney General Edward & Angell
Office of the Missouri Attorney General 750 Lexington Avenue
111 N. Seventh Street, Suite 903 New York, NY 10022
St. Louis, MO 63101
Charles R. Moyer, Senior Attorney Neil Kenduck, Esquire
Unisys Corporation Office of the General Counsel
P.O. Box 500 M/S C1-SW19 Amplicon, Inc.
Blue Bell, PA 19424 5 Hutton Centre Drive, Suite 500
Santa Ana, CA 92707
Carlos and Elba Rivera
c/o Jay S. Cohen
Gwynedd Office Park
768 N. Bethlehem Pike, Suite 200
Lower Gwynedd, PA 19002
<PAGE>
David Avrick AZ Marketing Services, Inc.
18 East Canon Perdido ABA AZ List Managers
Santa Barbara, CA 93101 31 River Road
Cos Cob, CT 06807
Attn: Richard Cassone
Vice President - Finance
Patrick McNamara Starcrest Products of California, Inc.
c/o Stevens-Knox & Associates, Inc. 19401 Brannan Avenue
304 Park Avenue South Perris, CA 92370
New York, NY 10010 Attn: Patrick McNamara
Fingerhut Corporation Pryor Cashman Sherman & Flynn
4400 Baker Road 410 Park Avenue
Minnetonka, MN 55343 New York, NY 10022-4441
Attn: Steve Leighton Attn: Harold D. Jones
Southerlands, Inc. of Tennessee Kent Advertising, Inc.
P.O. Box 70129 155 Camps Flat Road
Nashville, TN 37207 South Kent, CT 06785
Attn: Herman Southerland Attn: Larry Miller
Friedman Alpren & Green, LLP KPMG Peat Marwick, L.L.P.
1700 Broadway 345 Park Avenue
New York, NY 10019 New York, NY 10154
Attn: Jay Goldstein Attn: David P. Jones
EXHIBIT 4.2
<PAGE>
UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK
- ----------------------------------------------------X
In re : In Proceedings For A
Reorganization Under
CRAFTMATIC INDUSTRIES, INC., and : Chapter 11
CRAFTMATIC ORGANIZATION, INC., Case Nos. 96 B 40154
d/b/a EAK Advertising Co., : 96 B 40155 (SMB)
Debtors. : Jointly Administered
- ----------------------------------------------------X
APPLICATION FOR AN ORDER AUTHORIZING THE
WITHDRAWAL AND SUBSTITUTION OF KPMG PEAT MARWICK
AND RETENTION OF FRIEDMAN ALPREN & GREEN, LLP AS
ACCOUNTANTS AND REORGANIZATION CONSULTANTS
FOR THE DEBTORS AND DEBTORS-IN-POSSESSION
TO: THE HONORABLE STUART M. BERNSTEIN
UNITED STATES BANKRUPTCY JUDGE
Craftmatic Industries, Inc. ("Industries") and Craftmatic
Organization, Inc. ("Organization"), debtors and debtors-in-possession herein
(collectively, the "Debtors"), by their attorneys, Parker Chapin Flattau &
Klimpl, LLP, in support of their application (the "Application") seeking the
entry of an order authorizing the withdrawal and substitution of KPMG Peat
Marwick ("KPMG") and retention of Friedman Alpren & Green, LLP ("Friedman
Alpren") as accountants and reorganization consultants for the Debtors,
respectfully represent:
1. On January 12, 1996 (the "Filing Date"), each of the
Debtors filed a voluntary petition for reorganization under chapter 11 of Title
11, of the United States Code, 11 U.S.C. ss.ss. 101 et seq. (the "Bankruptcy
Code") with the Clerk of this Court and has continued in the management and
operation of its business and properties as a debtors-in-possession pursuant to
sections
<PAGE>
1107 and 1108 of the Bankruptcy Code. The Debtors' chapter 11 cases have been
consolidated for procedural purposes only and are being jointly administered
pursuant to an order of this Court. No trustee or examiner has been appointed.
An official committee of unsecured creditors was appointed on February 28, 1996
(the "Creditors' Committee").
2. Industries is a public company which directly or indirectly
owns all of the issued and outstanding common stock of Organization. The Debtors
are engaged in the retail, wholesale and marketing of high quality electronic
adjustable beds. Currently, the Debtors conduct direct sales operations in
eastern Pennsylvania, New York City, New Jersey, Delaware, eastern Connecticut,
Florida, southwestern Alabama, and southeastern Georgia and are wholesale
distributors of adjustable beds to independent direct sales organizations in
other market areas.
KPMG's Retention
3. By order dated March 28, 1996, this Court entered an order
(the "KPMG Order") authorizing the retention of KPMG as accountants and
reorganization consultants to the Debtors. However, subsequent to entry of the
KPMG Order, the Creditors' Committee, which had only recently been formed and
had proposed retention of its counsel, Harold Jones, Esq., raised its concern
about (i) its inability to take an active role in the selection and retention of
an accountant for the Debtors; and (ii) the Debtors' proposal to retain KPMG as
well as a second accounting firm to conduct the Debtors' audit work. Indeed, at
that time the Debtors provided the Creditors' Committee with a second
<PAGE>
application prior to submission of such application to the Court as a result of
the Creditors' Committee concerns, seeking to retain Ronald K. Stern, CPA to
conduct the audit work, which work KPMG was not retained to conduct. As a result
of the Committee's stated concerns, the Debtors refrained from filing such
application with the Court.
4. Specifically, the Creditors' Committee has objected to the
retention of the proposed retention of these two (2) accounting firms. Moreover,
the Creditors' Committee has requested that, notwithstanding KPMG's excellent
reputation, the Debtors retain one medium-sized accounting firm, capable of
handling all of the Debtors' accounting needs, as opposed to two firms dividing
such work.
5. In an attempt to work with the Creditors' Committee and
allay its concerns, the Debtors have therefore determined to seek to retain
Friedman Alpren as accountants to conduct all of the necessary accounting, audit
and consulting services to the Debtors and to have Friedman Alpren substituted
as accountants for KPMG.
6. KPMG has provided only de minimis services to the Debtors
as of this date, and the substitution of Friedman Alpren will therefore have no
substantial detrimental impact on the Debtors' reorganization efforts.
Jurisdiction
7. This Court has jurisdiction of this application pursuant
to 28 U.S.C. ss.ss. 157 and 1334 and the Standing Order of Referral of Cases to
Bankruptcy Judges of the United States
<PAGE>
District Court for the Southern District of New York, dated July 10, 1984 (Ward,
Acting C.J.). Venue in this district is proper pursuant to 28 U.S.C. ss.ss. 1408
and 1409. The statutory predicate for the relief sought herein is section 327 of
the Bankruptcy Code, as complemented by Rule 2014(a) of the Federal Rules of
Bankruptcy Procedure.
Friedman Alpren's Retention
8. By this Application, the Debtors seek authority to retain
and employ Friedman Alpren for the purpose of providing accounting, auditing and
reorganization consulting services to the Debtors. As set forth in the annexed
affidavit of Jay Goldstein, a partner of Friedman Alpren (the "Goldstein
Affidavit"), Friedman Alpren's services will include, inter alia:
(i) Annual audit of the Debtors' books and records;
(ii) Reviews of the Debtors' consolidated interim
financial information and data prepared for
submission to the Securities and Exchange
Commission on Form 10-Q;
(iii) Annual audit of the Debtors' employee benefit
plans;
(iv) Assisting the Debtors in the preparation of
financial statements as of the Filing Date,
showing in detail all assets and liabilities, and
preferred, priority, and secured creditors;
(v) Assisting the Debtors in the preparation of
detailed schedules of all businesses and
properties;
(vi) Rendering such other accounting and auditing
services as requested by the Debtors or Debtors'
counsel;
(vii) Preparation of Federal, state, and local tax
returns;
(viii) Consultation regarding tax planning issues,
including net operating loss carry forwards;
<PAGE>
(ix) Meetings with Federal, state, and local tax
authorities;
(x) Rendering such other tax services as requested by
the Debtors or Debtors' counsel;
(xi) Development of appropriate liquidity management
system;
(xii) Assistance in development of operating budgets and
contingency plans;
(xiii) Development of communications programs with
parties-at-interest and management of information
and interview requests;
(xiv) Evaluation of options to enhance cash flow and
profitability;
(xv) Development of appropriate chapter 11 reporting;
(xvi) Assistance with resolution of reclamation claims
and other claims management;
(xvii) Assisting the Debtors in the preparation of
monthly operating and cash statements as required
by the Court;
(xviii) Assisting the Debtors in the development of
business plans and strategic plans;
(xix) Evaluation of recapitalization alternatives;
(xx) Assisting the Debtors in the development of Plan
of Reorganization and disclosure statements;
(xxi) Negotiating assistance with parties-at-interest;
and
(xxii) Rendering such other financial advisory and
reorganization consulting services as requested by
the Debtors or Debtors' counsel.
9. Additionally, based upon the requests of the Creditors'
Committee, Friedman Alpren has agreed to provide accounting services to the
Creditors' Committee upon its request. The Debtors and the Creditors' Committee
have agreed that this
<PAGE>
limited dual representation will be more cost effective and beneficial to the
estates and their creditors.
10. The retention of a firm such as Friedman Alpren will aid
in the prompt and successful reorganization of the Debtors. It will be their
responsibility to assist in providing up-to-date financial information and
assist the Debtors in preparing reliable projections so that a plan or plans of
reorganization can be formulated by the Debtors. Friedman Alpren has not
received a retainer for services to be rendered in these chapter 11 cases, and
has waived its claim for pre-petition services provided to the Debtors.
11. To the best of the Debtors' knowledge, except as otherwise
stated in the Goldstein Affidavit, Friedman Alpren has no connection with the
Debtors, their creditors, or any other parties in interest, their respective
attorneys and accountants, except that Friedman Alpren may have rendered
accounting and/or advisory services to certain of the Debtors' creditors and
other parties in interest in other matters unrelated to these proceedings, all
as more fully set forth in the Goldstein Affidavit.
12. Upon information and belief, Friedman Alpren represents no
interests adverse to the Debtors or to their estates and is a "disinterested
person" as that term is defined in section ss. 101(4) of the Bankruptcy Code.
Moreover, the employment of Friedman Alpren is necessary and in the best
interests of the Debtors and their estates.
<PAGE>
13. The Debtors request that the Court waive and dispense with
the requirement set forth in Rule 13 (b) of the Local Bankruptcy Rules that any
motion filed shall have an accompanying memorandum of law. The instant
application does not present a novel issue of law. Accordingly, the Debtors
submit that waiver of the Rule 13 (b) requirement is appropriate in these
circumstances.
WHEREFORE, the Debtors respectfully request that this Court
issue and enter the annexed order and grant the Debtors such other and further
relief as the Court may deem just and proper.
Dated: New York, New York
April 24, 1996
PARKER CHAPIN FLATTAU & KLIMPL, LLP
Counsel to Craftmatic Industries, Inc.
and Craftmatic Organization, Inc.
Debtors and Debtors-in-Possession
By: /s/ Henry Condell
-----------------------------------
Henry Condell (HC 4353)
1211 Avenue of the Americas
New York, New York 10036
(212) 704-6000
<PAGE>
UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK
- ----------------------------------------------------X
In re : In Proceedings For A
Reorganization Under
CRAFTMATIC INDUSTRIES, INC., and : Chapter 11
CRAFTMATIC ORGANIZATION, INC., Case Nos. 96 B 40154
d/b/a EAK Advertising Co., : 96 B 40155 (SMB)
Debtors. : Jointly Administered
- ----------------------------------------------------X
AFFIDAVIT IN SUPPORT OF APPLICATION
TO EMPLOY AND RETAIN FRIEDMAN ALPREN
& GREEN, LLP AS ACCOUNTANTS AND REORGANIZATION
CONSULTANTS FOR DEBTORS AND DEBTORS-IN-POSSESSION
STATE OF NEW YORK )
) ss.:
COUNTY OF NEW YORK )
Jay Goldstein, being duly sworn, deposes and says:
1. I am a partner of the firm of Friedman Alpren & Green, LLP
("Friedman Alpren"), which maintains an office at 1700 Broadway, New York,
New York 10019. This Affidavit is submitted in support of an application (the
"Application") of the above-captioned debtors, as debtors in possession (the
"Debtors") for an order authorizing the employment and retention of Friedman
Alpren as accountants and reorganization consultants for the Debtors. Unless
otherwise stated, I have personal knowledge of the facts hereinafter set forth.
2. Neither I, Friedman Alpren, nor any partner, manager/consultant or
staff person thereof, insofar as I have been able to ascertain, has any
connection with the Debtors, their creditors, or any other party in interest
herein, or their
<PAGE>
respective attorneys or accountants, except as hereinafter set forth.
3. The professional services that Friedman Alpren is to render can be
summarized as follows:
a. Ongoing and recurring accounting and auditing services,
including:
(i) Annual audit of the Debtors' books and
records(1);
(ii) Reviews of the Debtors' consolidated
interim financial information and data
prepared for submission to the
Securities and Exchange Commission on
Form 10-Q;
(iii) Annual audit of the Debtors' employee
benefit plans;
(iv) Assisting the Debtors in the preparation of
financial statements as of the Filing Date,
showing in detail all assets and liabilities,
and preferred, priority, and secured
creditors;
(v) Assisting the Debtors in the preparation of
detailed schedules of all businesses and
properties; and
(vi) Rendering such other accounting and auditing
services as requested by the Debtors or
Debtors' counsel.
b. Ongoing and recurring tax services, including:
(i) Preparation of Federal, state, and local tax
returns;
(ii) Consultation regarding tax planning
issues, including net operating loss
carry forwards;
- --------
(1)Friedman Alpren estimates that the time expended in its annual audit
will not exceed $45,000.00 in fees.
<PAGE>
(iii) Meetings with Federal, state, and local tax
authorities; and
(iv) Rendering such other tax services as
requested by the Debtors or Debtors'
counsel.
c. Financial, advisory and reorganization consulting services,
including:
(i) Development of appropriate liquidity
management system;
(ii) Assistance in development of operating
budgets and contingency plans;
(iii) Development of communications programs
with parties-at-interest and management
of information and interview requests;
(iv) Evaluation of options to enhance cash
flow and profitability;
(v) Development of appropriate chapter 11
reporting;
(vi) Assistance with resolution of
reclamation claims and other claims
management;
(vii) Assisting the Debtors in the preparation of
monthly operating and cash statements as
required by the Court;
(viii) Assisting the Debtors in analyzing the
results of any proposed disposition of
assets;
(ix) Assisting the Debtors in the development of
business plans and strategic plans;
(x) Evaluation of recapitalization alternatives;
(xi) Assisting the Debtors in the development of
Plan of Reorganization and disclosure
statements;
(xii) Negotiating assistance with parties-at-
interest; and
<PAGE>
(xiii) Rendering such other financial advisory and
reorganization consulting services as
requested by the Debtors or Debtors' counsel.
Neither Friedman Alpren nor any partner or senior manager thereof has any
connection with the Debtors, their respective officers, or any other party in
interest herein, or its respective attorneys. Neither Friedman Alpren, nor any
partner thereof, holds or represents any interests adverse to the Debtors'
estates. Additionally, Friedman Alpren is a "disinterested person" as that term
is defined pursuant to 101(14) of the Bankruptcy Code, as modified by 1107(b).
4. Friedman Alpren is not a creditor of the Debtors. Friedman Alpren
has not received a retainer for services.
5. Friedman Alpren intends to apply for compensation for professional
services to be rendered in connection with these chapter 11 cases and for
reimbursement of expenses incurred, in accordance with applicable provisions of
the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, the Local
Bankruptcy Rules and orders of this Court.
6. Friedman Alpren intends to charge its regular hourly rates plus
reimbursement of out-of-pocket expenses for performing the aforementioned
services. These rates by classification, at present are:
Partners $235 - $310 per hour
Managers $140 - $155 per hour
Seniors $110 - $135 per hour
Semi-Seniors $ 85 - $100 per hour
Assistants $ 75 per hour
Entry Level $ 65 per hour
Support $ 40 per hour
<PAGE>
7. Friedman Alpren has agreed not to charge the Debtors for all travel
time incurred by Friedman Alpren for a period of one (1) year to the Debtors at
their Pennsylvania offices.
8. Friedman Alpren also understands that it may be called upon by the
Creditors' Committee to provide services and/or copies of its work to the
Creditors' Committee, and that the Debtors' have agreed to allow Friedman Alpren
to provide such services to the Creditors' Committee.
9. The foregoing constitutes the statement of Friedman Alpren pursuant
to ss. 327 of the Bankruptcy Code and Federal Rule of Bankruptcy Procedure
2014(a).
WHEREFORE, affiant respectfully requests that this Court issue and
enter the prefixed order authorizing the Debtors to retain Friedman Alpren.
/s/ Jay Goldstein
-----------------------------------
Jay Goldstein
Sworn to before me this
23rd day of April, 1996
/s/ Marilyn Guerin
- ------------------
Notary Public, Marilyn Guerin, Notary Public, State of New York, No. 43-1598360,
Qualified in Richmond County, Commission Expires March 30, 1997
<PAGE>
Bancruptcy Filing Backer
Index No. Year 19__
UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK
- ----------------------------------------------------X
In re : In Proceedings For
Reorganization Under
CRAFTMATIC INDUSTRIES, INC., and : Chapter 11
CRAFTMATIC ORGANIZATION, INC., Case Nos. 96 B 40154
d/b/a EAK Advertising Co., : 96 B 40155 (SMB)
Debtors. : Jointly Administered
- ----------------------------------------------------X
NOTICE OF PRESENTMENT OF ORDER AUTHORIZING THIS WITHDRAWAL AND
SUBSTITUTING OF KPMG PEAT MARWICK AND RETENTION OF FRIEDMAN
ALPREN & GREEN, L.L.P. AS ACCOUNTANTS AND REORGANIZATION
CONSULTANTS FOR THE DEBTORS AND DEBTORS-IN-POSSESSION
PARKER CHAPIN FLATTAU & KLIMPL, LLP
Attorneys for Debtors
Office and Post Office Address, Telephone
1211 Avenue of the Americas
NEW YORK, N.Y. 10036
(212) 704-6000
To
Attorney(s) for
Service of a copy of the within
is hereby admitted.
Dated, ______________________________________
Attorney(s) for
Please take notice that the within is a (certified) copy of
a ____________________________ offered in the office of the clerk
of the within court on _________________________, 19__.
Yours, etc.
PARKER, CHAPIN, FLATTAU & KLIMPL, LLP
Attorney(s) for
Office and Post Office Address, Telephone
1211 Avenue of the Americas
NEW YORK, N.Y. 10036
NOTICE OF SETTLEMENT
Please take notice that an order with the within is a true copy will be
presented to the Hon. ____________________ the judges of the within named Court,
at ________________ 19
Yours, etc.
PARKER, CHAPIN, FLATTAU & KLIMPL, LLP
Attorney(s) for
Office and Post Office Address, Telephone
1211 Avenue of the Americas
NEW YORK, N.Y. 10036
EXHIBIT 4.3
<PAGE>
UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK
- ----------------------------------------------------X
In re : In Proceedings For A
Reorganization Under
CRAFTMATIC INDUSTRIES, INC., and : Chapter 11
CRAFTMATIC ORGANIZATION, INC., Case Nos. 96 B 40154
d/b/a EAK Advertising Co., : 96 B 40155 (SMB)
Debtors. : Jointly Administered
- ----------------------------------------------------X
ORDER AUTHORIZING (i) SUBSTITUTION OF KPMG PEAT
MARWICK LLP AS ACCOUNTANTS AND REORGANIZATION
CONSULTANTS AND ii) RETENTION OF FRIEDMAN ALPREN
& GREEN LLP AS ACCOUNTANTS AND REORGANIZATION
CONSULTANTS FOR THE DEBTORS AND DEBTORS-IN-POSSESSION
Upon the annexed application of Craftmatic Industries, Inc.
("Industries") and Craftmatic Organization, Inc. ("Organization"), debtors and
debtors-in-possession herein (collectively, the "Debtors"), for the issuance and
entry of an order authorizing the withdrawal of KPMG Peat Marwick LLP ("KPMG"),
as accountants and reorganization consultants for the Debtors and the
substitution of Friedman Alpren & Green, LLP (Friedman Alpren); and upon the
annexed affidavit of Jay Goldstein, a partner of Friedman Alpren (the "Goldstein
Affidavit"); and the Debtors having provided due notice and an opportunity to be
heard; and upon the consent of the Official Committee of Unsecured Creditors;
and it appearing that Friedman Alpren represents no interests adverse to the
Debtors or to their estates and is a "disinterested person" within the meaning
of ss. 101(14) of title 11 of the United States Code (the "Bankruptcy Code");
and it further appearing that the retention of Friedman Alpren is necessary and
in the best interests of these estates; and no adverse interest being
represented; and
<PAGE>
after due deliberation and sufficient cause appearing thereof; it is hereby
ORDERED that the retention of KPMG is hereby withdrawn; and it
is further
ORDERED that pursuant to section 327(a) of the Bankruptcy Code,
the Debtors are hereby authorized and empowered to retain Friedman Alpren, as
their accountants and reorganization consultants in these chapter 11 cases to
perform customary and necessary accounting, tax, audit and reorganization
consulting functions and to advise the Debtors with respect to
financial/management issues consistent with the Goldstein Affidavit; and it is
further
ORDERED that subject to further Court approval as to amounts and
reasonableness, Friedman Alpren shall be compensated in accordance with their
normal hourly rate, be reimbursed for their necessary and actual expenses and
seek such compensation according to the terms and conditions set forth in the
Application and the Goldstein Affidavit; and it is further
ORDERED that Friedman Alpren shall be compensated in accordance
with the procedures set forth in sections 330 and 331 of the Bankruptcy Code.
Dated: New York, New York
May 1, 1996
/s/ STUART M. BERNSTEIN
--------------------------------------------------
UNITED STATES BANKRUPTCY JUDGE
EXHIBIT 4.4
KPMG Peat Marwick LLP
1600 Market Street Telephone 215 299 3100 Telefax 215 299 3150
Philadelphia, PA 19103-7212 Telex 4973852
May 23, 1996
Mr. Stanley Kraftsow
President
Craftmatic Industries, Inc.
2500 Interplex Drive
Trevose, PA 19053
Dear Mr. Kraftsow:
This is to confirm that the client-auditor relationship between Craftmatic
Industries, Inc. and KPMG Peat Marwick LLP has ceased.
Very truly yours,
KPMG Peat Marwick LLP
/s/ D.F. Martin
- ----------------------------
David F. Martin
Partner
DFM:wmbc
cc: Chief Accountant
Securities and Exchange Commission
