SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 8-K/A
Amendment No. 1
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) April 7, 2008
Waccamaw Bankshares, Inc.
(Exact name of Registrant as specified in its charter)
| | | | |
| North Carolina | | 001-33046 | | 52-2329563 |
(State or other jurisdiction of incorporation) | | (Commission File No.) | | (IRS Employer Identification number) |
| | |
| 110 N. POWELL BOULEVARD, WHITEVILLE, NC | | 28472 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code (910) 641-0044
Not Applicable
(Former Name of Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
EXPLANATORY NOTE
Waccamaw Bankshares, Inc. (the “Company”) is filing this Amendment No. 1 to its current report on Form 8-K, filed with the Securities and Exchange Commission on April 11, 2008 (the “Current Report”), to amend its response in the second paragraph of Item 4.01 and to furnish Exhibit 16 thereto. Exhibit 16 is a letter from the Company’s former independent accountant indicating its concurrence with the statements made by the Company in the Current Report concerning its dismissal as the Company’s principal accountant.
The Items of the Company’s Current Report on Form 8-K which are amended herein are:
| Item 4.01 | Changes to Registrant’s Certifying Accountant |
On April 7, 2008, Waccamaw Bankshares, Inc. (the “Registrant”) dismissed its independent accountant, Elliott Davis, PLLC (“Elliott Davis”), who had been engaged previously as the principal accountant to audit the Registrant’s financial statements. Elliott Davis’s reports on the financial statements of the Registrant for the past two years do not contain an adverse opinion or a disclaimer of opinion and are not qualified or modified as to uncertainty, audit scope or accounting principles. The decision to dismiss Elliott Davis was recommended and approved by the Audit Committee of the Registrant.
During the Registrant’s two most recent fiscal years and during the period from December 31, 2007 until April 7, 2008, the date of dismissal, there were no disagreements with Elliott Davis on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure.
The Registrant has sent this report on Form 8-K, as amended, to Elliott Davis and has asked that Elliott Davis furnish the Registrant with a letter addressed to the Commission stating whether it agrees with the Registrant’s disclosure contained herein. The Registrant has filed that letter as an exhibit to this 8-K.
As of April 7, 2008, the Registrant hired Dixon Hughes PLLC to be its independent accountant on a going-forward basis.
| ITEM 9.01. | FINANCIAL STATEMENTS AND EXHIBITS |
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Exhibit
Number | | Description of Exhibit |
16 | | Letter from Elliott Davis, PLLC, former independent accountant to Waccamaw Bankshares, Inc., to the United States Securities and Exchange Commission (Apr. 25, 2008). |
This Current Report on Form 8-K (including information included or incorporated by reference herein) may contain, among other things, certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, (i) statements regarding certain of the Company’s goals and expectations with respect to earnings, income per share, revenue, expenses and the growth rate in such items, as well as other measures of economic performance, including statements relating to estimates of credit quality trends, and (ii) statements preceded by, followed by or that include the words “may”, “could”, “should”, “would”, “believe”, “anticipate”, “estimate”, “expect”, “intend”, “plan”, “projects”, “outlook” or similar expressions. These statements are based upon the current belief and expectations of the Company’s management and are subject to significant risks and uncertainties that are subject to change based on various factors (many of which are beyond the Company’s control).
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.
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WACCAMAW BANKSHARES, INC. |
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By: | | /s/ James G. Graham |
| | James G. Graham |
| | President and Chief Executive Officer |
Dated: April 25, 2008
EXHIBIT INDEX
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Exhibit
Number | | Description of Exhibit |
16 | | Letter from Elliott Davis, PLLC, former independent accountant to Waccamaw Bankshares, Inc., to the United States Securities and Exchange Commission (Apr. 25, 2008). |
