UNITED STATES
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 18, 2000
TAPISTRON INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Georgia 0-20309 58-1684918
(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
6203 Alabama Highway; Ringgold, Georgia 30736-1067
(Address of principal executive offices) (Zip Code)
(706) 965-9300
(Registrant's telephone number, including area code)
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Item 4. Change in Registrant's Certifying Accountant
As of May 18, 2000, Tapistron International, Inc. has dismissed Dudley,
Hopton-Jones, Sims & Freeman, PLLP of Birmingham, AL as their independent
accountants. For the past two fiscal years and subsequently through May 18,
2000, the accountant's report contained no adverse opinion, disclaimer of
opinion, modification, or qualification as to our financial statements. This
decision was by recommendation of the Audit Committee to our Board of Directors.
The Board unanimously approved the recommendation of the Audit Committee to
disengage from the above independent accountants. At no time during the past two
years has there been a disagreement with the independent accountants. Also,
Tapistron International, Inc. authorizes Dudley, Hopton-Jones, Sims & Freeman,
PLLP to respond fully and freely to any inquiries by the successor accountant.
To the best of Tapistron International, Inc.'s knowledge no information needs to
be reported in regard to the former accountant advising us as to: a) internal
control problems that would preclude us from developing reliable financial
statements, b) information which precludes it from continuing to rely on
management's representations or has made it unwilling to be associated with our
financial statements, c) the need to expand significantly the scope of the audit
or information that, if further investigated, may materially impact either
previously issued financial statements or the financial statements issued or to
be issued covering the fiscal period subsequent to the financial statements for
the period ended July 31, 1999, d) information the former accountant has
concluded will materially impact the fairness or reliability of a previously
issued financial statement or audit report, or financial statements issued or to
be issued covering the fiscal period subsequent to the financial statements for
the period ended July 31, 1999.
Item 7. Financial Statements and Exhibits
(c) Exhibits
16-1 Letter regarding change in certifying accountant, dated May
18, 2000.
16-2 Letter regarding change in certifying accountant, dated May
25, 2000.
99-1 Letter of dismissal to Dudley, Hopton-Jones, Sims & Freeman,
PLLP as independent accountants, dated May 18, 2000.
99-2 Letter to the Company from Dudley, Hopton-Jones, Sims &
Freeman, PLLP, dated May 18, 2000, confirming the termination
of the client-auditor relationship.
2
<PAGE>
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 thereunto duly authorized.
Tapistron International, Inc.
(Registrant)
May 25, 2000 By /s/ Rodney C. Hardeman, Jr.
---------------------------
Rodney C. Hardeman, Jr.
President and Chief Executive Officer
3
May 18, 2000
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
We have read Item 4 of Form 8-K dated May 18, 2000 of Tapistron International,
Inc. and are in agreement with the statements contained therein, except we are
not in a position to agree or disagree with the statements that the decision was
by recommendation of the Audit Committee to the Board of Directors and that the
Board unanimously approved the recommendation of the Audit Committee to
disengage from the above independent accountants.
Very truly yours,
/s/ Dudley, Hopton-Jones, Sims & Freeman, PLLP
- ------------------------------------------------
Dudley, Hopton-Jones, Sims & Freeman, PLLP
May 25, 2000
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
We have read Item 4 of Amended Form 8-K dated May 18, 2000 of Tapistron
International, Inc. and are in agreement with the statements contained therein,
except we are not in a position to agree or disagree with the statements that
the decision was by recommendation of the Audit Committee to the Board of
Directors and that the Board unanimously approved the recommendation of the
Audit Committee to disengage from the above independent accountants.
Very truly yours,
/s/ Dudley, Hopton-Jones, Sims & Freeman, PLLP
- --------------------------------------------
Dudley, Hopton-Jones, Sims & Freeman PLLP
May 18, 2000
Mr. Ray Dudley
Dudley, Hopton-Jones, Sims & Freeman PLLP
P.O. Box 1566
Birmingham, Al 35201-1566
Dear Sirs,
The firm of Dudley, Hopton-Jones, Sims & Freeman PLLP has provided professional
services and has been the auditors of record for Tapistron since 1995. We have
enjoyed working with A. Jackson Knight on our tax and accounting matters over
the past years.
As our Company has grown and developed, we have the need to consider how we can
best continue to receive outstanding professional service. Therefore, we need to
inform you that we will engage another accounting firm to provide tax and
accounting services for the interim and year ending July 2000. We request that
your firm make all records available to the succeeding CPA firm and endeavor to
make the transition as smooth as possible.
Please find enclosed a copy of our 8-K which will be filed Monday May 22, 2000.
Sincerely,
TAPISTRON INTERNATIONAL, INC.
The Audit Committee
/s/ Mr. Jack Godfrey
- --------------------------
Mr. Jack Godfrey
/s/ Mr. Henry Christopher
- ---------------------------
Mr. Henry Christopher
May 18, 2000
Mr. Floyd Koegler
Chief Financial Officer
Tapistron International, Inc.
P.O. Box 1067
Ringgold, GA 30736-1067
Dear Mr. Koegler:
This is to confirm that the client-auditor relationship between Tapistron
International, Inc. (Commission File Number 0-20309) and Dudley, Hopton-Jones,
Sims & Freeman, PLLP has ceased.
Sincerely,
/s/ Dudley, Hopton-Jones, Sims & Freeman PLLP
- -----------------------------------------------
Dudley, Hopton-Jones, Sims & Freeman PLLP
CHS/jl
VIA MAIL AND FAX
Copy: Office of the Chief Accountant
SECPS Letter File
Securities and Exchange Commission
