UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
January 22, 2002
Date of Report (Date of Earliest Event Reported)
KEYSTONE AUTOMOTIVE INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
California 0-28568 95-2920557
(State of (Commission File Number) (I.R.S. Employer
Incorporation) Identification Number)
700 East Bonita Avenue, Pomona, California 91767
(Address of principal executive offices) (Zip Code)
(909) 624-8041
(Registrant's telephone number, including area code)
Item 4. Changes in Registrant's Certifying Accountant.
On January 22, 2002, the Board of Directors of Keystone Automotive
Industries, Inc. (the "Company") rescinded the action it had taken at a Meeting
held on November 26, 2001 and engaged Ernst & Young LLP ("EY") as the Company's
independent accountants effective January 22, 2002. Arthur Andersen LLP ("AA")
had replaced EY as the Company's independent accountants effective November 26,
2001 and the Board of Directors elected to terminate that relationship effective
January 22, 2002. During the period of engagement from November 26, 2001
through January 22, 2002, AA did not engage in any audit work, issue a report or
review any filings made by the Company with the Securities and Exchange
Commission, other than the Form 8-K and Form 8 K/A announcing the change in
accountants.
During the years ended March 31, 2000 and March 30, 2001 and the
interim period between March 31, 2001 and January 22, 2002, there were no
disagreements between the Company and EY on any matters of accounting principles
or practices, financial statement disclosure or auditing scope or procedure,
which, if not resolved to the satisfaction of EY, would have been referred to in
their reports. EY's reports on the Company's financial statements for the years
ended March 31, 2000 and March 30, 2001 did not contain an adverse opinion or a
disclaimer of opinion and were not qualified or modified as to uncertainty,
audit scope or accounting principles. In addition, during the years ended March
31, 2000 and March 30, 2001 and the subsequent interim periods, there were no
reportable events (as defined in Item 304(a) (1) (v) of Securities and Exchange
Commission Regulation S-K).
During the years ended March 31, 2000 and March 30, 2001 and the
interim period from March 31, 2001 to January 22, 2002, the Company did not
consult with AA regarding either (i) the application of accounting principles to
a specified transaction or the type of audit opinion that might be rendered on
the Company's financial statements or (ii) any matter that was either the
subject of a disagreement (as defined in Item 304(a) (l) (iv) of Regulation S-K)
or a reportable event (as defined in Item 304(a) (l) (v) of Regulation S-K).
Attached as an exhibit to this Form 8-K/A is a letter from AA to the
Securities and Exchange Commission indicating their agreement with the
statements made by the Company in the Form 8-K filed with the Commission on
January 28, 2002. The disclosures in the Form 8-K are reiterated in this Form
8-K/A.
The decision to engage EY was recommended by the Audit Committee and
unanimously approved by the Company's Board of Directors.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
Exhibits:
The following exhibit is filed herewith:
Exhibit 16(a) Letter, dated January 28, 2002, from Arthur Andersen
LLP to the Securities and Exchange Commission
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.
Dated: February 1, 2002
KEYSTONE AUTOMOTIVE INDUSTRIES, INC.
By /s/ John M. Palumbo
-----------------------
John M. Palumbo
Vice President and Chief Financial Officer