Form 8-K Change in Independent Auditor
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): June 19, 2006
PRESSTEK,
INC.
(Exact
Name of Registrant as Specified in Its Charter)
Delaware
(State
or
Other Jurisdiction of Incorporation)
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0-17541
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02-0415170
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(Commission
File Number)
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(IRS
Employer Identification No.)
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55
Executive Drive
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Hudson,
New Hampshire
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03051-4903
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(603)
595-7000
(Registrant’s
Telephone Number, Including Area Code)
N/A
(Former
Name or 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 (see General
Instruction A.2. below):
o
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act
(17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act
(17 CFR 240.13e-4(c))
SECTION
4 - MATTERS RELATED TO ACCOUNTANTS AND FINANCIAL
STATEMENTS
Item
4.01 Changes in Registrant’s Certifying Accountant
On
June
19, 2006, Presstek, Inc.’s (the “Company”) Board of Directors, through its Audit
Committee, dismissed BDO Seidman, LLP (“BDO”) as the Company’s independent
registered public accounting firm.
The
audit
reports of BDO on the consolidated financial statements of the Registrant as
of
and for the fiscal years ended December 31, 2005 and January 1, 2005,
management’s assessment of the effectiveness of internal control over financial
reporting as of December 31, 2005, and the effectiveness of internal control
over financial reporting as of December 31, 2005 contained no adverse opinion
or
disclaimer of opinion and were not qualified or modified as to uncertainty,
audit scope or accounting principles.
During
the Company’s fiscal years ended December 31, 2005 and January 1, 2005, and
during the subsequent interim period through June 19, 2006, there have been
no
disagreements with BDO on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedures, which
disagreements if not resolved to the satisfaction of BDO would have caused
BDO
to make reference thereto in its reports on the financial statements of the
Company for such fiscal years.
None
of
the reportable events described in Item 304(a)(1)(v) of Regulation S-K occurred
within the Company’s fiscal years ended December 31, 2005 and January 1, 2005 or
the subsequent interim period through June 19, 2006.
BDO
has
reviewed the disclosures contained in this Current Report on Form 8-K and has
furnished the Company a letter addressed to the Securities and Exchange
Commission, a copy of which is attached as Exhibit 16.1, in accordance with
Item
304(a)(3) of Regulation S-K, indicating that it agrees with the foregoing
disclosures.
On
June
22, 2006, the Company’s Board of Directors, through its Audit Committee, engaged
KPMG LLP (“KPMG”) as the Company’s new independent registered public accounting
firm. During the Company’s fiscal years ended December 31, 2005 and January 1,
2005, and during the subsequent interim period through the engagement of KPMG,
the Company did not consult with KPMG regarding the application of accounting
principles to a specified transaction, either completed or proposed; the type
of
audit opinion that might be rendered on the Company’s consolidated financial
statements, or any matter that was either the subject of disagreement, as that
term is defined in Item 304(a)(1)(iv) of Regulation S-K; or a reportable event,
as that term is defined in Item 304(a)(1)(v) of Regulation S-K.
SECTION
9 - FINANCIAL STATEMENTS AND EXHIBITS
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits
Exhibit
No.
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Description
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16.1
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Letter
from BDO Seidman, LLP to the Securities and Exchange
Commission.
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99.1
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Press
release of Presstek, Inc., issued June 22,
2006.
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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.
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PRESSTEK,
INC.
(Registrant)
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Date:
June 22, 2006
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/s/
Moosa E. Moosa
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Moosa
E. Moosa
Executive
Vice President and Chief Financial
Officer
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EXHIBIT
INDEX
Exhibit
No.
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Description
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Letter
from BDO Seidman, LLP to the Securities and Exchange Commission (filed
herewith).
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Press
release of Presstek, Inc. issued June 22, 2006 (furnished
herewith*).
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* Exhibit
99.1 attached hereto is being furnished and shall not be deemed “filed” for the
purposes of Section 18 of the Securities Exchange Act of 1934, as amended,
or
otherwise subject to the liabilities of that section, nor shall such information
be deemed incorporated by reference in any filing under the Securities Act
of
1933, as amended, except as shall be expressly set forth by specific reference
in such filing.