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) August 16, 2004 (August 9, 2004)
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Elecsys Corporation
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(Exact name of registrant as specified in its charter)
KANSAS 0-22760 48-1099142
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
15301 W. 99th Street Lenexa, Kansas 66219
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (913) 647-0158
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Not Applicable
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(Former name or former address, if changed since last report)
Item 4. Changes in the Registrant's Certifying Accountant.
On August 9, 2004, the Board of Directors of the Company, upon the
recommendation of the Company's Audit Committee, approved a resolution (i)
replacing Ernst & Young LLP ("Ernst & Young") who were dismissed as the
Company's independent auditors effective August 9, 2004, and (ii) engaging Mayer
Hoffman McCann P.C. ("Mayer Hoffman McCann") as the Company's independent
auditors for purposes of auditing the Company's financial statements for the
fiscal year ending April 30, 2005.
The audit reports of Ernst & Young on the financial statements of the
Company for the fiscal years ended April 30, 2004 and 2003 did not contain an
adverse opinion or a disclaimer of opinion, and was not qualified or modified as
to uncertainty, audit scope or accounting principles, except for an additional
paragraph noting the change in the Company's method of accounting for goodwill
and other intangible assets.
In connection with its audits for the two most recent fiscal years and
subsequent interim period, there have been no disagreements with Ernst & Young
on any matter of accounting principle or practice, financial statement
disclosure, or auditing scope or procedure, which disagreements if not resolved
to the satisfaction of Ernst & Young would have caused them to make reference to
them in their report on the financial statements for those years.
The Company did not consult with Mayer Hoffman McCann regarding the
application of accounting principles to a specific transaction or the type of
audit opinion that might be rendered on the financial statements, and no written
or oral advice was provided by Mayer Hoffman McCann that was a factor considered
by the Company in reaching a decision as to an accounting, auditing or financial
reporting issue prior to August 9, 2004.
The Company has provided Ernst & Young with a copy of this Form 8-K and
requested that Ernst & Young 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 is does not agree. A
copy of such letter is filed as Exhibit 16.1.
A copy of the press release issued by the Company announcing the change
in the Company's auditor is filed as Exhibit 99.1.
Item 7. Financial Statements and Exhibits.
(c) EXHIBITS. The following exhibits are filed herewith:
16.1 Letter from Ernst & Young LLP dated August 16, 2004
99.1 Press Release dated August 16, 2004.
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 hereunto duly authorized.
Date: August 16, 2004
ELECSYS CORPORATION
By: /s/ Todd A. Daniels
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Todd A. Daniels
Vice President and Chief Financial Officer
