8-K on Change in Auditors of Benefit Plans
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) March
17, 2006
WesBanco,
Inc.
(Exact
name of registrant as specified in its charter)
|
West
Virginia
|
0-8467
|
55-0571723
|
|
(State
or other jurisdiction
|
(Commission
File Number)
|
(IRS
Employer
|
|
of
incorporation)
|
|
Identification
No.)
|
|
1
Bank Plaza, Wheeling, WV
|
26003
|
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Registrant's
telephone number, including area code (304)
234-9000
Former
name or former address, if changed since last report Not
Applicable
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))
| (a) |
Previous
independent registered public
accountants.
|
On
March
17, 2006, the Registrant notified Ernst & Young LLP that the firm was
dismissed as the independent registered public accounting firm for the WesBanco
Inc. KSOP (the “Plan”) effective immediately.
The
report of Ernst & Young LLP on the financial statements of the Registrant
for the past two fiscal years did not contain an adverse opinion or disclaimer
of opinion and was not qualified or modified as to uncertainty, audit scope
or
accounting principles.
The
decision to change accountants was approved by the members of the Audit
Committee of the Board of Directors of WesBanco, Inc.
In
connection with their audit for the two most recent fiscal years and through
March 17, 2006, there were no disagreements with Ernst & Young LLP 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 Ernst & Young LLP would have caused them to make reference
thereto in their reports on the financial statements for such years.
During
the two most recent fiscal years and through March 17, 2006, there have been
no
reportable events (as defined in Regulation S-K, Item 304(a)(1)(v)).
The
Registrant provided Ernst & Young LLP with a copy of this Current Report on
Form 8-K no later than the date this report was filed with the Securities and
Exchange Commission ("SEC") and has requested that Ernst & Young LLP furnish
it with a letter addressed to the SEC stating whether or not it agrees with
the
above statements. A copy of such letter is filed herein as Exhibit 99.1 to
this
Current Report on Form 8-K.
| (b) |
New
independent registered public
accountants.
|
Effective
on March 17, 2006, the Registrant engaged Schneider Downs & Co., Inc. as its
new independent registered public accounting firm for the Plan, effective
immediately. Prior to its appointment as independent accountants, Schneider
Downs & Co., Inc. had not been consulted by the Registrant on any of the
matters referenced in Regulation S-K Item 304(a)(2).
Item
9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c)
Exhibit
99.1 -- Letter
of
Ernst & Young LLP regarding change in certifying accountant.
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 hereunto
duly authorized.
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WesBanco,
Inc.
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(Registrant)
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| |
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March
20, 2006
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/s/
Robert H. Young
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Date
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Robert
H. Young
|
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Executive
Vice President & Chief
|
| |
Financial
Officer
|
| |
|