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
COMMISSION FILE NUMBER 0-6050
POWELL INDUSTRIES, INC.
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(Exact name of registrant as specified in its charter)
DATE OF REPORT
May 29, 2002
(Date of earliest event reported)
NEVADA 88-0106100
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
8550 Mosley Drive, Houston, Texas 77075-1180
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (713) 944-6900
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ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT
On May 23, 2002, Powell Industries, Inc. (the "Company") decided to no
longer engage Arthur Andersen LLP ("Andersen") as the Company's independent
public accountants and appointed Deloitte & Touche LLP ("Deloitte") to serve as
the Company's independent public accountants for the year ending October 31,
2002, in accordance with the recommendation of the Board of Directors and its
Audit Committee.
Andersen's report on the Company's financial statements for the two
fiscal years ended October 31, 2000, and October 31, 2001, did not contain an
adverse opinion or disclaimer of opinion and were not qualified or modified as
to uncertainty, audit scope or accounting principles.
During the Company's two fiscal years ended October 31, 2000, and
October 31,2001, and the subsequent interim periods preceding the decision to
change independent public accountants, there were no disagreements with Andersen
on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure which, if not resolved to Andersen's
satisfaction would have caused them to make reference to the subject matter of
the disagreement in connection with the audit reports of the Company's
consolidated financial statements for such years. There were no reportable
events as described under Item 304(a)(1)(v) of Regulation S-K.
The Company provided Andersen with a copy of the foregoing disclosures.
A letter from Andersen dated May 23, 2002, stating its agreement with these
statements is attached as Exhibit 16.1.
In the years ended October 31, 2000 and October 31, 2001, and through
the date hereof, the Company did not consult Deloitte with respect to 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 financial statements, or any other matters or reportable events as
set forth in Items 304(a)(2)(i) and (ii) of Regulation S-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Not Applicable
(b) Not Applicable
(c) Exhibits
Exhibit No. Description
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16.1 Letter of Arthur Andersen LLP regarding
change in certifying accountant.
99.1 Press Release dated May 29, 2002.
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.
POWELL INDUSTRIES, INC.
(Registrant)
/s/ Don R. Madison
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Don R. Madison
Vice President/Treasurer/
Chief Financial Officer
Principal Financial and Accounting Officer
Date: May 29, 2002
EXHIBIT INDEX
Exhibit No. Description
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16.1 -- Letter of Arthur Andersen LLP regarding change in
certifying accountant.
99.1 -- Press Release dated May 29, 2002.