UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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) April 23, 2002 (April 16, 2002)
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ATCHISON CASTING CORPORATION
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(Exact name of registrant as specified in its charter)
KANSAS 1-12541 48-1156578
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
400 South Fourth Street, Atchison, Kansas 66002
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (913) 367-2121
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Not applicable
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(Former name or former address, if changed since last report)
Item 4. Changes in Company's Certifying Accountant.
On April 16, 2002, the Board of Directors of Atchison Casting
Corporation (the "Company"), upon the recommendation of the Company's
Audit Committee, approved a resolution (i) to dismiss Deloitte &
Touche LLP ("Deloitte") as the Company's independent auditor,
effective upon management's notification of Deloitte of the dismissal
on April 16, 2002; and (ii) concurrent with such notification, to
engage KPMG LLP ("KPMG") as the Company's independent auditor.
The reports of Deloitte on the consolidated financial statements
of the Company for the years ended June 30, 2001 and 2000 did not
contain any adverse opinion or disclaimer of opinion, nor were such
reports qualified or modified as to audit scope or accounting
principles. Deloitte's audit report on the consolidated financial
statements of the Company for the year ended June 30, 2001 included an
explanatory paragraph concerning the Company's ability to continue as
a going concern. Deloitte's audit report on the restated consolidated
financial statements of the Company for the year ended June 30, 2000
included explanatory paragraphs emphasizing that the consolidated
financial statements had been restated and that certain debt had been
classified as current due to debt covenant violations.
During the years ended June 30, 2001 and 2000, and any subsequent
interim period preceding April 16, 2002, there were no disagreements
between the Company and Deloitte on any matter of accounting
principles or practices, financial statement disclosure, or auditing
scope or procedure, which would have caused Deloitte, if not resolved
to the satisfaction of Deloitte, to make a reference to the subject
matter of the disagreements in connection with its reports.
Following the completion of its audits of the consolidated
financial statements of the Company for the years ended June 30, 2001
and 2000 (as restated), Deloitte reported to, and discussed with, the
Audit Committee of the Company that certain matters that it considered
to be reportable conditions under standards established by the
American Institute of Certified Public Accountants were noted in the
internal control of the Company. According to Deloitte, these
conditions related to ineffective operation of established policies
and procedures in place for the review of foundry accounting and
reporting information in the years ended June 30, 2001 and 2000, and
to ineffective monitoring of the cash reconciliation process in the
year ended June 30, 2000.
While the Company does not believe that the matters considered to
be reportable conditions by Deloitte are required to be disclosed
under the rules and regulations promulgated by the Securities and
Exchange Commission, the Company is disclosing them at the request of
Deloitte. The Company has authorized Deloitte to respond fully to
inquiries from KPMG, as the successor independent auditor of the
Company, concerning such matters.
During the years ended June 30, 2001 and 2000, and any subsequent
interim period preceding April 16, 2002, the Company did not consult
with KPMG with regard to any
matter concerning the application of accounting principles to any
specific transactions, either completed or proposed, the type of audit
opinion that might be rendered with respect to the Company's financial
statements, or any matter that was the subject of a disagreement or a
reportable event.
The Company has provided Deloitte with a copy of this Form 8-K
and requested that Deloitte furnish the Company with a letter,
addressed to the Securities and Exchange Commission, stating whether
or not it agrees with the above statements and, if not, stating the
respects in which it does not agree. A copy of such letter is filed as
Exhibit 16.1 to this Form 8-K.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Atchison Casting Corporation
Date: April 23, 2002 By:/s/ Kevin T. McDermed
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Kevin T. McDermed, Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Description of Exhibit
16.1 Letter from Deloitte & Touche LLP, dated April 23, 2002