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): December 12, 1997
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ELCOM INTERNATIONAL, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 000-27376 04-3175156
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification Number)
10 Oceana Way Norwood, Massachusetts 02062
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (781) 440-3333
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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
(a) Previous independent accountants
On December 12, 1997, the Audit Committee of the Board of Directors of
Elcom International, Inc. (the "Company") recommended and approved the dismissal
of Deloitte & Touche, the Company's independent accountants for its subsidiaries
and operations domiciled in the United Kingdom and recommended and approved the
engagement of Arthur Andersen LLP, the Company's principal independent
accountants, as the sole independent accountants for the Company's consolidated
operations, including for its United Kingdom based business. Shortly thereafter,
Deloitte & Touche was informed of the final decision and Arthur Andersen LLP was
engaged to expand its audit to also include the United Kingdom operations.
Neither Arthur Andersen LLP nor Deloitte & Touche, in their respective
reports for the Company's fiscal years ended December 31, 1996 and 1995,
expressed an adverse opinion or a disclaimer of opinion, or qualified or
modified such reports as to uncertainty, audit scope, or accounting principles.
During the Company's fiscal years ended December 31, 1996 and 1995, and
during the period from January 1, 1997 through the date of this report, (i)
there were no disagreements between the Company and Deloitte & Touche 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 Deloitte & Touche would have caused them to make reference
thereto in their report on the financial statements of the United Kingdom
operations for such years; and (ii) there have been no reportable events (as
defined in Regulation S-K Item 304 (a) (1) (v)). The Company has requested that
Deloitte & Touche furnish it with a letter addressed to the SEC stating whether
or not it agrees with the above statements. A copy of such letter, dated March
11, 1998, is filed as Exhibit 16 to this Current Report on Form 8-K.
(b) New independent accountants
The Company engaged Arthur Andersen LLP as its new independent
accountants of the United Kingdom operations as of December 12, 1997 (and a
formal engagement letter was prepared on January 6, 1998). During the two most
recent fiscal years and through the date of this report, the Company has not
consulted with Arthur Andersen LLP on items which were or should have been
subject to SAS 50 or concerned the subject matter of a disagreement or
reportable event with Deloitte & Touche, the former auditor of the United
Kingdom operations, (as described in Regulation S-K Item 304 (a) (2)).
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Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits.
Exhibit No.
16 Letter from Deloitte & Touche regarding
change in the Company's independent
accountant for its subsidiaries in the
United Kingdom.
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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 hereunto duly authorized.
ELCOM INTERNATIONAL, INC.
By: /s/ Laurence F. Mulhern
Laurence F. Mulhern
Chief Financial Officer and Corporate
Executive Vice President
Date: March 11, 1998
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Exhibit 16
11 March 1998
Securities and Exchange Commission
Mail Stop 9-5
450 5th Street, N.W.
Washington, D.C. 20549
Our Ref: LEOILAN8
Dear Sirs/Madams:
We have read and agree with the comments in Item 4 (a) of Form 8-K of Elcom
International, Inc. dated December 12, 1997.
Yours truly,
/s/ Deloitte & Touche
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