SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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): June 19, 2002
Kadant Inc.
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(Exact Name of Registrant as Specified in Charter)
Delaware 1-11406 52-1762325
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(State or Other (Commission (IRS Employer
Jurisdiction File Number) Identification No.)
of Incorporation)
One Acton Place,
Acton, Massachusetts 01720
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(Address of Principal Executive Offices) (Zip Code)
(978) 776-2000
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(Registrant's telephone number, including area code)
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Item 4. Changes in Registrant's Certifying Accountant.
On June 19, 2002, Kadant Inc. (the "Company") dismissed Arthur Andersen
LLP ("Andersen") as its independent public accountants, and engaged Ernst &
Young LLP ("Ernst & Young") to serve as its independent public accountants for
the fiscal year ending December 28, 2002, effective immediately. The decision to
change accountants was approved by the Company's Audit Committee of the Board of
Directors and ratified by the Company's Board of Directors.
The reports of Andersen on the Company's consolidated financial
statements for each of the fiscal years ended December 29, 2001 and December 30,
2000 did not contain an adverse opinion or a disclaimer of opinion, nor were
they qualified or modified as to uncertainty, audit scope or accounting
principles.
During the Company's fiscal years ended December 29, 2001 and December
30, 2000 and the subsequent interim period preceding the date of the dismissal
of Andersen, there were no disagreements between the Company and Andersen on any
matter of accounting principles or practices, financial statement disclosure or
auditing scope or procedure, which disagreement(s), if not resolved to the
satisfaction of Andersen, would have caused Andersen to make reference to the
subject matter of the disagreement in connection with its reports on the
Company's consolidated financial statements; and there were no reportable events
as defined in Item 304(a)(1)(v) of Regulation S-K under the Securities Exchange
Act of 1934.
The Company has provided Andersen with a copy of the foregoing
disclosures. Attached as Exhibit 16.1 is a copy of Andersen's letter to the
Securities and Exchange Commission, dated June 20, 2002, stating that it has
found no basis for disagreement with such statements.
During the Company's fiscal years ended December 29, 2001 and December
30, 2000 and the subsequent interim period prior to engaging Ernst & Young, the
Company did not consult with Ernst & Young regarding either the application of
accounting principles to a specified transaction, either completed or proposed,
or the type of audit opinion that might be rendered on the Company's
consolidated financial statements, or any other matters or reportable events
listed in Items 304(a)(2)(i) and (ii) of Regulation S-K.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
16.1 Letter from Arthur Andersen LLP to the Securities and Exchange
Commission, dated June 20, 2002, regarding the change in the
Company's certifying accountant.
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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.
KADANT INC.
Date: June 20, 2002 By: /s/ Thomas M. O'Brien
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Thomas M. O'Brien
Executive Vice President and
Chief Financial Officer
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EXHIBIT INDEX
16.1 Letter from Arthur Andersen LLP to the Securities and Exchange
Commission, dated June 20, 2002, regarding the change in the
Company's certifying accountant.
Exhibit 16.1
[Andersen Logo]
225 Franklin Street
Boston, MA 02110
June 20, 2002
Office of the Chief Accountant
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Dear Sir/Madam:
The representations made in this letter are based solely on discussions with and
representations from the engagement partner and manager on the audits of the
financial statements of this registrant for the two most recent fiscal years.
Those individuals are no longer with Arthur Andersen LLP. We have read the first
three paragraphs of Item 4 included in the Form 8-K dated June 20, 2002 of
Kadant Inc. to be filed with the Securities and Exchange Commission and have
found no basis for disagreement with the statements contained therein.
Very truly yours,
/s/ Arthur Andersen LLP
Arthur Andersen LLP
cc: Mr. Thomas M. O'Brien, Chief Financial Officer, Kadant Inc.