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) February
26, 2004
NICHOLAS FINANCIAL, INC.
(Exact name of registrant as specified in its Charter)
British Columbia, Canada 0-26680 8736-3354
(State or Other Jurisdiction of (Commission (I.R.S. Employer
Incorporation or Organization) File Number) Identification No.)
2454 McMullen Booth Road, Building C
Clearwater, Florida 33759
(Address of Principal Executive Offices) (Zip Code)
(727) 726-0763
(Registrant's telephone number, Including area code)
Not applicable
(Former name, former address and former fiscal year, if
changed since last report)
2
Item 4. Changes In Registrant's Certifying Accountant.
At a meeting held on March 3, 2004, the audit committee of
the Board of Directors of Nicholas Financial, Inc. (the
"Company") approved the engagement of Dixon Hughes PLLC, the
successor in the merger of its current independent auditors,
Crisp Hughes Evans LLP, and the firm of Dixon Odom PLLC, as
its independent auditors effective with the successful
merger of the two firms. On March 1, 2004, the audit
committee of the Board of Directors was notified that the
merger of the two firms was completed and that the firm of
Crisp Hughes Evans LLP would no longer be providing audit
services.
The Company engaged Crisp Hughes Evans LLP on December 3,
2003, as its new Independent public accountants. Crisp
Hughes Evans LLP has not audited the Company's consolidated
financial statements and has not issued an opinion on the
Company's consolidated financial statements.
During the period from December 3, 2003 through the date of
this Form 8-K, there have not been any disagreements between
the Company and Crisp Hughes Evans LLP on any matter of
accounting principles or practices, financial statement
disclosures, or auditing scope or procedure, which
disagreements, if not resolved to the satisfaction of Crisp
Hughes Evans LLP, would have caused it to make reference to
the subject matter of the disagreements in connection with
its report.
The disclosures required by Item 304(a)(1)(iv)of Regulation
S-B are not applicable.
During the last two fiscal years ended March 31, 2003 and
2002 or during the subsequent interim periods from March 31,
2003 through and including the date of this Form 8-K, the
Company has not consulted with Dixon Odom PLLC prior to its
merger with Crisp Hughes Evans LLP forming the firm of Dixon
Hughes PLLC on either 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 consolidated financial statements
or any other matter or reportable event listed in Items
304(a)(2)(i) or (ii) of Regulation S-B.
The Company has provided Crisp Hughes Evans LLP with a copy
of the disclosures contained in this report, and has
requested Crisp Hughes Evans LLP to furnish it a letter
addressed to the Commission stating whether it agrees with
the above statements. A copy of that letter, dated March 4,
2004 is filed as Exhibit 16.
Item 5. Other Events
The Company has established March 8, 2004 as the record date
for its semi-annual cash dividend of $.05 cents per share
with a payment date of March 22, 2004.
A copy of the Company's press release announcing the
foregoing actions is attached as Exhibit 17 to this Report
on Form 8-K and incorporated herein by reference.
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit No. Description of Document
16 Statement from Crisp Hughes Evans LLP
agreeing with statements made by the
Company in Form 8-K dated March 3, 2004
17 Press release announcing dividend record
date and payment date, dated February 26, 2004
3
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.
NICHOLAS FINANCIAL, INC.
(Registrant)
Date: March 4, 2004 /s/ Peter L. Vosotas
---------------------------
Peter L. Vosotas
Chairman, President,
Chief Executive Officer
(Principal Executive Officer)
Date: March 4, 2004 /s/ Ralph T. Finkenbrink
--------------------------
Ralph T. Finkenbrink
(Principal Financial Officer
and Accounting Officer)
4
Exhibit Index
Exhibit No.
16 Statement from Crisp Hughes Evans LLP dated
March 4, 2004
17 Press release dated February 26, 2004
5
EXHIBIT 16 TO FORM 8-K
March 4, 2004
Office of the Chief Accountant
Securities and Exchange Commission
450 Fifth Street, NW
Washington, D.C. 20549
Commissioners:
We have read Item 4 included in the Form 8-K dated March 4,
2004 of Nicholas Financial, Inc. to be filed with the
Securities and Exchange Commission and are in agreement
with the statements contained therein.
Very truly yours,
/s/Crisp Hughes Evans LLP
6
EXHIBIT 17 TO FORM 8-K
FOR IMMEDIATE RELEASE
Nicholas
Nicholas Financial, Inc.
Corporate Headquarters
2454 McMullen-Booth Rd.
Building C, Suite 501
Clearwater, FL 33759
Contact: Ralph Finkenbrink
Sr.Vice President, Finance
Nasdaq: NICK
Web Site: www.nicholasfinancial.com
Nicholas Financial, Inc.
Ph # - 727-726-0763
Fax # -727-726-2140
Nicholas Financial, Inc. Announces Semi-Annual Cash
Dividend.
Clearwater, Florida, - February 26, 2004: Peter L. Vosotas,
Chairman, CEO and President of Nicholas Financial, Inc.
Nasdaq: NICK announced today that the Company has
established March 8, 2004 as the record date for its semi-
annual cash dividend of $.05 cents per share with a payment
date of March 22, 2004.