Key Technology Inc Form 8-K/A 03-25-05
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
Date
of Report (Date of earliest event reported): March 25, 2005
KEY
TECHNOLOGY, INC.
(Exact
name of registrant as specified in its charter)
|
OREGON |
0-21820 |
93-0822509 |
|
(State
or other jurisdiction
of
incorporation) |
(Commission
File Number) |
(IRS
Employer
Identification
No.) |
150
Avery Street
Walla
Walla, Washington 99362
(Address
of principal executive offices) (Zip Code)
(509)
529-2161
(Registrant’s
telephone number, including area code)
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)) |
Explanatory
Note
The
Registrant filed a Current Report on Form 8-K dated March 25, 2005 to disclose
the decision of the Audit Committee of the Key Technology, Inc. Board of
Directors to replace the registrant’s independent registered public accountants.
This amendment is being filed to update the information previously disclosed as
of the date hereof.
|
Item
4.01 |
CHANGES
IN REGISTRANT’S CERTIFYING
ACCOUNTANT. |
On
March 25, 2005, the Audit Committee of the Board of Directors of Key Technology,
Inc. (the “Company”) appointed Grant Thornton LLP (“Grant Thornton”) as the
Company’s independent registered public accounting firm (“auditors”) for the
fiscal year ending September 30, 2005 and dismissed Deloitte & Touche LLP
(“D & T”) as the Company’s auditors for the 2005 fiscal year. D & T has
completed its engagement as the Company’s auditors for the 2004 fiscal year.
D
& T’s reports on the Company’s consolidated financial statements for the
fiscal years ended September 30, 2004 and 2003 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, except that the report on
the Company’s consolidated financial statements for the fiscal year ended
September 30, 2004 made reference to the Company’s adoption of EITF No. 03-06
and SFAS No. 142; and the report on the Company’s consolidated financial
statements for the fiscal year ended September 30, 2003 made reference to the
Company’s adoption of SFAS No. 145 and SFAS No. 142.
In
connection with the audits of the Company’s financial statements for each of the
two fiscal years ended September 30, 2004 and 2003 and through the date hereof,
there were no disagreements between the Company and D & T on any matters of
accounting principles or practices, financial statement disclosure, or auditing
scope or procedure, which, if not resolved to the satisfaction of D & T,
would have caused D & T to make reference to the subject matter of the
disagreement in connection with its report. During the two most recent fiscal
years and through the date hereof, there have been no “reportable events” (as
defined in Regulation S-K, Item 304 (a) (1) (v)).
During
the Company’s two most recent fiscal years and through the date hereof, the
Company did not consult with Grant Thornton regarding the application of
accounting principles to a specific completed or contemplated transaction or the
type of audit opinion that might be rendered on the Company’s consolidated
financial statements or any disagreement between the Company and D & T or
any reportable event.
The
Company has requested that D & T furnish the Company with a letter addressed
to the Securities and Exchange Commission stating whether it agrees with the
above statements. A copy of D & T’s letter , dated March 30, 2005, is filed
as Exhibit 16.1 to this Form 8-K/A.
|
Item
9.01. |
FINANCIAL
STATEMENTS AND EXHIBITS. |
| |
|
| |
(c) |
Exhibits |
| |
|
| |
16.1 |
Letter
to the Securities and Exchange Commission from Deloitte & Touche
LLP. |
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 thereunto
duly authorized.
| |
KEY
TECHNOLOGY, INC. |
| |
|
| |
/s/
RONALD W. BURGESS |
| |
Ronald
W. Burgess |
| |
Senior
Vice President and Chief Financial Officer |
Dated:
April 5, 2005
EXHIBIT
INDEX
|
Exhibit
No. |
|
Description |
| |
|
|
|
16.1 |
|
Letter
to the Securities and Exchange Commission from Deloitte & Touche
LLP. |
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