-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, D6NgwkzKMJBPi1gngac9uzc04I3AzM28ORc/T8gop/C18FnXsa1cAPtORb0oENn5 hd4rgu95eORKNtoo/oTzAw== 0001157523-04-011034.txt : 20041124 0001157523-04-011034.hdr.sgml : 20041124 20041124110103 ACCESSION NUMBER: 0001157523-04-011034 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041124 ITEM INFORMATION: Changes in Registrant.s Certifying Accountant ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041124 DATE AS OF CHANGE: 20041124 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RF MONOLITHICS INC /DE/ CENTRAL INDEX KEY: 0000922204 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 751638027 STATE OF INCORPORATION: DE FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-24414 FILM NUMBER: 041165622 BUSINESS ADDRESS: STREET 1: 4347 SIGMA RD CITY: DALLAS STATE: TX ZIP: 75244 BUSINESS PHONE: 9722332903 8-K 1 a4772863.txt RF MONOLITHICS 8-K 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 24, 2004 (November 19, 2004) RF MONOLITHICS, INC. (Exact name of Registrant as Specified in Charter) Delaware 0-24414 75-1638027 (State of Incorporation) (Commission File Number) (IRS Employer Identification No.) 4441 Sigma Road Dallas, Texas 75244 (Address of Principal Executive Offices)(Zip Code) Registrant's telephone number, including Area Code - (972) 233-2903 Not Applicable (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): [ ] 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 140.14D-2(b)) [ ] Pre-commencement communications pursuant to Rule 13c-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 4.01. Change in Registrant's Certifying Accountant On November 19, 2004, the Audit Committee dismissed Deloitte & Touche LLP, or Deloitte, as our independent accountants. All members of the Audit Committee participated in the meeting held on November 19, 2004, and unanimously approved the decision to change our independent registered public accounting firm. Deloitte served as our independent accountant for the fiscal year ended August 31, 2004. The reports issued by Deloitte on our consolidated financial statements for the fiscal years ended August 31, 2004 and 2003, contained no adverse opinion or disclaimer of opinion, and they were not qualified or modified as to uncertainty, audit scope or accounting principles. During our two most recent fiscal years and the subsequent interim period through November 19, 2004: (i) there were no disagreements between us and Deloitte on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Deloitte, would have caused Deloitte to make reference in their reports on the consolidated financial statements for such years to the subject matter of the disagreement; and (ii) there were no "reportable events" as defined in Item 304(a)(1)(v) of Regulation S-K. We requested that Deloitte furnish us with a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the above statements. A copy of the letter will be filed as an amendment to this Form 8-K within two days of receipt from Deloitte. On November 19, 2004, we engaged McGladrey & Pullen, LLP, or McGladrey, as our new independent accountants. The Audit Committee unanimously approved the engagement of McGladrey at a meeting held on November 19, 2004. In our two most recent fiscal years or any subsequent interim period through the date of the engagement, we have not consulted with McGladrey regarding any of the matters or events set forth in Item 304(a)(2)(i) or (ii) of Regulation S-K. Item 8.01. Other Events Our press release, dated November 24, 2004, announcing the selection of McGladrey as our independent accountants for our fiscal year ending August 31, 2005, is attached hereto as Exhibit 99.1 and incorporated by reference herein. Item 9.01 Exhibits. (c) Exhibits. Exhibit Description ------- ----------- 99.1 Registrant's press release dated November 24, 2004. 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 thereunto duly authorized. RF MONOLITHICS, INC. By: /s/ Harley E Barnes III ------------------------------ Harley E Barnes III Chief Financial Officer Date: November 24, 2004 EX-99.1 2 a4772863ex99.txt EXHIBIT 99.1 PRESS RELEASE Exhibit 99.1 RF Monolithics Names McGladrey & Pullen, L.L.P. as Company's Independent Registered Public Accounting Firm DALLAS--(BUSINESS WIRE)--Nov. 24, 2004--RF Monolithics, Inc. (Nasdaq:RFMI) (RFM), a leading provider of radio frequency products for wireless communications applications, today named McGladrey & Pullen, L.L.P. as its new independent registered public accounting firm following the dismissal of its former firm. RFM's Chief Financial Officer, Harley Barnes commented, "The Audit Committee of our Board of Directors recently sought proposals from seven accounting firms, including our former auditors, with respect to the audit of the Company's consolidated financial statements and internal controls for our fiscal year ending August 31, 2005. This action was part of a process to competitively bid these services and obtain the right balance of capability and cost. After an in-depth analysis of the proposals submitted, the Audit Committee selected McGladrey & Pullen, L.L.P. as the Company's independent auditors effective November 19, 2004, and thereafter dismissed our former firm. The change in auditors was not the result of any problems or disagreements with the former firm." Further information on the change can be viewed in the Company's current Report on Form 8-K dated November 24, 2004, and filed with the Securities and Exchange Commission About RFM: Celebrating its 25th year in business, RFM, headquartered in Dallas, is a leading developer, manufacturer and supplier of a broad range of radio frequency components and modules based on surface acoustic wave and other technologies for the automotive, consumer, distribution, industrial, medical, security and telecommunications markets worldwide. For more information on RF Monolithics, Inc., please visit our websites at www.rfm.com and www.wirelessis.com. CONTACT: RF Monolithics, Inc., Dallas Carol Bivings, 972-448-3767 -----END PRIVACY-ENHANCED MESSAGE-----