Current Report on Form 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): May 1, 2000
WEBFINANCIAL CORPORATION
----------------
(Exact name of registrant as specified in its charter)
DELAWARE 0-631 56-2043000
-------- ----- ----------
(State or other jurisdiction (Commission file Number) (IRS Employer
of incorporation) Identification No.)
150 East 52nd Street, 21st Floor
New York, New York 10022
----------------
(Address of principal executive offices)
(Registrant's telephone number, including area code): 877/431-2942
-----------------------------------------
(Former name or former address, if changed since last report)
<PAGE>
Item 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(a) Previous independent accountants
(i) On May 1, 2000, WebFinancial Corporation (the "Company") dismissed
KPMG LLP ("KPMG"), as its independent accountants.
(ii) The audit reports of KPMG on the consolidated financial statements of
WebFinancial Corporation as of December 31, 1999 and 1998, and for the
year ended December 31, 1999, the eleven-month period ended December
31, 1998 and the year ended January 31, 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 Registrant's Board of Directors participated in and approved the
decision to change independent accountants.
(iv) In connection with the audits of the Company's consolidated financial
statements for each of the two fiscal years ended December 31, 1999
and 1998, and in the subsequent interim period through May 1, 2000,
there were no "disagreements," as that term is defined in the
instructions to Form 8-K and the regulations applicable to Item 4 of
Form 8-K, 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 on the subject matter of the "disagreement" in
their report.
(v) The Registrant has requested that KPMG furnish it with a letter
addressed to the SEC stating whether or not it agrees with the above
statements. A letter from KPMG concerning its agreement or
disagreement with the disclosures made in this Report on Form 8-K will
be filed as required by Item 304(a)(3) of Regulation S-K promptly upon
receipt by the Company.
(b) New independent accountants
The Registrant engaged Grant Thornton LLP as the Company's auditors on May
4, 2000. The Registrant has not consulted with Grant Thornton LLP during the
past two fiscal years concerning the application of accounting principles or any
issues relating to accounting, auditing or financial reporting.
<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 hereto duly authorized.
WEBFINANCIAL CORPORATION
Dated: May 4, 2000 By:/s/Warren G. Lichtenstein
Name: Warren G. Lichtenstein
Title: Chairman of the Board and
Chief Executive Officer
