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): April 8, 2002
CRYOLIFE, INC.
(Exact name of registrant as specified in its charter)
Florida
(State or other jurisdiction of incorporation)
1-13165 59-2417093
(Commission File Number) (IRS Employer Identification No.)
1655 Roberts Boulevard N.W., Kennesaw, Georgia 30144
(Address of principal executive offices, including zip code)
(770) 419-3355
(Registrant's telephone number, including area code)
--------------------------------
(Former name or former address, if changed since last report)
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On April 8, 2002, CryoLife, Inc. ("CryoLife") dismissed Arthur Andersen LLP
("Andersen") as its principal accountant. The decision to dismiss Andersen was
recommended by the Audit Committee and was approved by the Board of Directors of
the Company. The dismissal will be effective April 9, 2002.
Andersen's reports on the consolidated financial statements of the Company for
the past two fiscal years did not contain an adverse opinion or a disclaimer of
opinion, nor were such reports qualified or modified as to uncertainty, audit
scope, or accounting principles. During the past two fiscal years and through
the date of this Current Report, there have been 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 the
satisfaction of Andersen, would have caused it to make reference to the subject
matter in connection with its reports on the Company's consolidated financial
statements for such years, nor have there been any reportable events as listed
in Item 304(a)(1)(v) of Regulation S-K.
Andersen was provided with a copy of the statements made in the foregoing
paragraph and has furnished a letter addressed to the Commission stating that it
agrees with such statements. A copy of Andersen's letter is attached hereto as
Exhibit 16.1.
A copy of the press release issued by the Company regarding dismissal is
attached hereto as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Exhibits.
Exhibit Number Description
-------------- -----------
16.1 Letter from Arthur Andersen dated April 10, 2002
99.1 Press Release dated April 9, 2002
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, CryoLife
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
CRYOLIFE, INC.
Date: April 10, 2002 By: /s/ Steven G. Anderson
----------------------------------------
Name: Steven G. Anderson
Title: President, Chief Executive Officer
and Chairman of the Board of
Directors
3
EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION PAGE
-------------- ----------- ----
16.1 Letter from Arthur Andersen
dated April 10, 2002 5
99.1 Press Release dated April 9, 2002 6
4
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