SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K/A
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.
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(Exact name of registrant as specified in its charter)
Delaware 0-14261 23-2394334
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) Number)
2500 Interplex Drive, Trevose, Pennsylvania 19053
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (215) 639-1310
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(Former name or former address, if changed since last report)
This Form 8-K/A amends and restates the disclosures made in the
Form 8-K dated June 11, 1996, filed by Craftmatic Industries, Inc.
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
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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 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.
Neither KPMG's reports on the financial statements of the Company for
the fiscal years ending September 30, 1994 and September 30, 1993, respectively,
contained an adverse opinion or a disclaimer of opinion, nor were KPMG's reports
qualified or modified in any way.
The Company had no disagreements with KPMG on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure during the fiscal years ending September 30, 1994 and September 30,
1993, respectively, or during the subsequent interim period to the date of
dismissal.
It is presently expected that during the week of July 8, 1996, Friedman
Alpren will commence its audit of the Company's financial statements for the
Prior Period. The Company presently expects that Friedman Alpren will conclude
its audit for the Prior Period on or about August 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 August 31, 1996, the Company cannot state with
certainty at the present time when such Form 10-K will be filed.
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Item 7. Exhibits
(a) Not applicable.
(b) Not applicable.
(c) Exhibits.
Exhibit No. Exhibit
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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.
16 Letter from KPMG Peat Marwick issued pursuant to
Item 304(a)(3) of Regulation S-K.
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* Previously filed
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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.
CRAFTMATIC INDUSTRIES, INC.
Date: July 19, 1996
By:/s/ Mark Rosenfeld
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Mark Rosenfeld,
Chief Financial Officer
Exhibit 16
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KPMG Peat Marwick LLP
1600 Market Street Telephone 215 299 3100 Telefax 215 299 3150
Philadelphia, PA 19103-7212 Telex 4973852
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
We were previously principal accountants for Craftmatic Industries, Inc. and,
under the date of January 29, 1995, we reported on the consolidated financial
statements of Craftmatic Industries, Inc. and subsidiaries as of and for the
years ended September 30, 1994 and 1993. On May 1, 1996, our appointment as
principal accountants was terminated and we were advised of our termination on
May 23, 1996. We have read Craftmatic Industries, Inc.'s statements included
under Item 4 of its Form 8-K/A dated July 3, 1996, and we agree with such
statements, except we are not in a position to agree or disagree with
Craftmatic Industries, Inc. statement that the change was approved by the
Board of Directors or that Friedman Alpren will commence or conclude an audit.
Very truly yours,
/s/ KPMG Peat Marwick LLP
