UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 26, 2002
GARDNER DENVER, INC.
(Exact name of Registrant as Specified in its Charter)
DELAWARE 1-13215 76-0419383
(State or Other Jurisdiction of (Commission (I.R.S. Employer
Incorporation or Organization) File Number) Identification No.)
1800 GARDNER EXPRESSWAY
QUINCY, ILLINOIS 62301
(Address of Principal Executive Offices and Zip Code)
(217) 222-5400
(Registrant's Telephone Number, Including Area Code)
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
On June 26, 2002, the Board of Directors of Gardner Denver, Inc. ("Gardner
Denver"), based on the recommendation of its Audit Committee, dismissed
Arthur Andersen LLP ("Andersen") as Gardner Denver's independent public
accountants and engaged KPMG LLP ("KPMG") to serve as Gardner Denver's
independent public accountants for the fiscal year 2002, effective
immediately.
Andersen's audit reports on Gardner Denver's consolidated financial
statements for each of the fiscal years ended December 31, 2001 and 2000 did
not contain an adverse opinion or disclaimer of opinion, nor were they
qualified or modified as to uncertainty, audit scope or accounting
principles.
During the fiscal years ended December 31, 2001 and 2000 and through June
26, 2002, 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
in connection with their report on Gardner Denver's consolidated financial
statements for such years; and there were no reportable events as defined in
Item 304(a)(1)(v) of Regulation S-K.
Gardner Denver requested Andersen to furnish a letter addressed to the
Securities and Exchange Commission stating whether Andersen agrees with the
statements made above by Gardner Denver. A copy of this letter addressed to
the Securities and Exchange Commission, dated June 28, 2002, is filed as
Exhibit 16 to this Form 8K.
During the years ended December 31, 2001 and 2000 and through June 26, 2002,
Gardner Denver did not consult KPMG 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 Gardner
Denver's consolidated 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, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits.
16. Letter of Arthur Andersen LLP regarding the change in
certifying accountant
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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 thereunto duly authorized.
GARDNER DENVER, INC.
Date: June 28, 2002 By: /s/Ross J. Centanni
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Ross J. Centanni
Chairman, President & CEO
Date: June 28, 2002 By: /s/Philip R. Roth
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Philip R. Roth
Vice President, Finance & CFO
Date: June 28, 2002 By: /s/Daniel C. Rizzo, Jr.
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Daniel C. Rizzo, Jr.
Vice President and Corporate
Controller (Chief Accounting Officer)
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