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):    November 16, 2017

 

 

BENCHMARK ELECTRONICS, INC.

(Exact name of registrant as specified in its charter)

 

 

Texas

(State or other jurisdiction

of incorporation)

 

1-10560

(Commission

File Number)

 

74-2211011

(I.R.S. Employer

Identification No.)

 

 

4141 N. Scottsdale Road, Scottsdale, Arizona  85251  

(Address of principal executive offices)  (Zip code)

 

 

Registrant’s telephone number, including area code:  (623) 300-7000

 

 

 

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):

 

     [  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

     [  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

     [  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

     [  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defned in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company   [  ]

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.                                                                                                                                           [  ]

 


 

Item 4.01.  Changes In Registrant’s Certifying Accountant.

 

Effective November 16, 2017, Hein & Associates LLP (“Hein”), the independent registered public accounting firm  responsible for auditing the 401(k) plan of Benchmark Electronics, Inc. (the “Company”), combined with Moss Adams LLP (“Moss Adams”). As a result of this transaction, on November 16, 2017, Hein resigned as the independent registered public accounting firm for the Company’s 401(k) plan.

 

The audit reports of Hein on the Company’s 401(k) plan financial statements for the years ended December 30, 2016 and 2015 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.

 

During the two most recent fiscal years ended December 30, 2016 and through the subsequent interim period preceding Hein’s resignation, there were no disagreements between the Company and Hein 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 Hein would have caused them to make reference thereto in their reports on the Company’s 401(k) plan financial statements for such years.

  

During the two most recent fiscal years ended December 30, 2016 and through the subsequent interim period preceding Hein’s resignation, there were no reportable events within the meaning set forth in Item 304(a)(1)(v) of Regulation S-K.

  

During the two most recent fiscal years ended December 30, 2016 and through the subsequent interim period preceding Moss Adam’s engagement, the Company did not consult with Moss Adams on either (1) the application of accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that may be rendered on the Company’s 401(k) plan financial statements, and Moss Adams did not provide either a written report or oral advice to the Company that Moss Adams concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (2) any matter that was either the subject of a disagreement, as defined in Item 304(a)(1)(iv) of Regulation S-K, or a reportable event, as defined in Item 304(a)(1)(v) of Regulation S-K.

 

The Company provided Hein a copy of the disclosures in this Form 8-K and requested that Hein furnish it with a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the Company’s statements herein. A copy of the letter dated November 21, 2017 is filed as Exhibit 16.1 to this Form 8-K.

 

Item 9.01.   Financial Statements and Exhibits.

 

                (d)  Exhibits

  

Exhibit 16.1                  Letter of Hein & Associates LLP, dated November 21, 2017

  



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.

 

 

BENCHMARK ELECTRONICS, INC.

 

Dated: November 21, 2017

By: /s/ Scott R. Peterson

 

Scott R. Peterson

 

General Counsel

 

 

 

EXHIBIT INDEX

-1- 

 


 

 

Exhibit Number

Description of Exhibit

 

 

 

 

16.1

Letter of Hein & Associates LLP, dated November 21, 2017