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| WLB > SEC Filings for WLB > Form 8-K on 12-Jan-2009 | All Recent SEC Filings |
12-Jan-2009
Changes in Registrant's Certifying Accountant
weaknesses on the achievement of the objectives of the control criteria and
contained an explanatory paragraph that stated that:
"Management identified and included in its assessment material weaknesses
related to electronic spreadsheets that impact the Company's financial
reporting, census data used to calculate postretirement medical benefit
obligations, and the accounting for one of the Company's stock based
compensation plans."
The audit reports of KPMG on the effectiveness of internal control over
financial reporting as of December 31, 2006 and on management's assessment of
the effectiveness of internal control over financial reporting as of
December 31, 2006, did not contain any adverse opinion or disclaimer of opinion,
nor was it qualified or modified as to uncertainty, audit scope, or accounting
principles, except that KPMG's report indicated that Westmoreland Coal Company
did not maintain effective internal control over financial reporting as of
December 31, 2006 because of the effect of material weaknesses on the
achievement of the objectives of the control criteria and contained an
explanatory paragraph that stated that:
"Management's procedures over accounting for the estimated cost of future
reclamation of the Company's mines were not designed effectively. Specifically,
the Company did not maintain adequate controls to review the assumptions used
and the data input into the electronic spreadsheets used to calculate the
Company's capitalized asset retirement costs and asset retirement obligations
resulting in more than a remote likelihood that a material misstatement of the
Company's annual or interim financial statements would not be prevented or
detected. This material weakness in internal control over financial reporting
resulted in an overstatement of capitalized asset retirement costs and asset
retirement obligations. The Company corrected these errors in accounting prior
to the issuance of the Company's 2006 consolidated financial statements.
The Company did not maintain adequate controls for the testing, verification
and review of electronic spreadsheets that impact the company's financial
reporting. This resulted in an ineffective review of the assumptions used and
the data input into electronic spreadsheets and in errors in the Company's
capitalized asset retirement costs and asset retirement obligations that were
material. These errors were corrected prior to the original issuance of the
Company's 2006 consolidated financial statements. This also resulted in an
ineffective review of the assumptions used and the data input into the
electronic spreadsheets used to prepare the Company's income tax accrual. As a
result, the Company's accrued state income tax liabilities contained material
errors that were corrected in the restatement of the Company's 2006 consolidated
financial statements.
The Company did not maintain adequate controls to ensure the completeness and
accuracy of the census data used to calculate the Company's postretirement
medical benefit liabilities. As a result, the Company's postretirement medical
benefit liabilities contained errors that were material, resulting in the
restatement of the Company's 2006, 2005, and 2004 consolidated financial
statements.
The Company did not maintain policies, procedures and controls that were
adequate to account for its Performance Unit Plan in accordance with generally
accepted accounting
principles for stock based compensation plans. As a result, the Company's
accrual for stock based compensation contained material errors that were
corrected in the restatement of the Company's 2006 consolidated financial
statements."
The Company has requested that KPMG furnish it with a letter addressed to the
Securities and Exchange Commission stating whether or not it agrees with the
above statements. A copy of KPMG's letter, dated January 12, 2009, is filed as
Exhibit 16.1 to this Current Report on Form 8-K.
(b) New independent registered public accounting firm.
On January 8, 2009, the Audit Committee approved the engagement of Ernst &
Young LLP ("Ernst & Young") as the Company's new independent registered public
accounting firm beginning with fiscal year 2009, and to perform procedures
related to the financial statements to be included in the Company's quarterly
report on Form 10-Q, beginning with, and including, the quarter ending March 31,
2009. The Company has not consulted with Ernst & Young during its two most
recent fiscal years ended December 31, 2007 and December 31, 2008, or during any
subsequent period prior to its appointment as the Company's auditor with respect
to any of the matters or events listed in Regulation S-K 304(a)(2)(i) and (ii).
Ernst & Young has informed the Company that it completed its prospective client
acceptance process on January 12, 2008.
Item 9.01. Financial Statements and Exhibits
Exhibit No. Description
16.1 Letter of KPMG LLP dated January 12, 2009
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