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
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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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EXHIBIT 16.1
[Arthur Andersen LLP Letterhead]
Office of the Chief Accountant
Securities and Exchange Commission
450 Fifth Street, NW
Washington, D.C. 20549
April 10, 2002
Commissioners:
We have read Item 4 included in the Form 8-K dated April 10, 2002 of CryoLife,
Inc. to be filed with the Securities and Exchange Commission and are in
agreement with the statements contained therein.
Very truly yours,
Arthur Andersen LLP
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EXHIBIT 99.1
[GRAPHIC OMITTED]
FOR IMMEDIATE RELEASE
CONTACT: ROY VOGELTANZ
VICE PRESIDENT, CORPORATE COMMUNICATIONS
(800) 438-8285
CRYOLIFE(R), INC. TERMINATES ITS ACCOUNTING
SERVICES WITH ARTHUR ANDERSEN, LLP.
Atlanta, GA . . . (April 9, 2002). . . CryoLife, Inc. (NYSE: CRY), a
life-science company involved in the development and commercialization of
cryopreserved and tissue-engineered implantable heart valves, vascular and
orthopaedic grafts, and surgical adhesives, today said that its Board of
Directors has dismissed its independent auditors, Arthur Andersen, LLP,
effective April 9, 2002.
The Atlanta office of Arthur Andersen had been CryoLife's accounting firm
since May 1999. The Company did not name a replacement firm, but indicated that
several candidate firms are being interviewed.
Founded in 1984, CryoLife, Inc. is the leader in the development and
commercialization of implantable living human tissues for use in cardiovascular,
vascular and orthopaedic surgeries throughout the United States and Canada. The
Company's BioGlue(R) surgical adhesive is FDA approved as an adjunct to sutures
and staples for use in adult patients in open surgical repair of large vessels
and is CE marked in the European Community and approved in Canada and Australia
for use in vascular and pulmonary sealing and repair and for use in general
surgery procedures. The Company also manufactures the SynerGraft(R) heart valve,
the SynerGraft vascular graft, the world's first tissue-engineered heart valve
and vascular replacements, and the CryoLife-O'Brien(R) and CryoLife-Ross(R)
stentless porcine heart valves, which are CE marked for distribution within the
European Community. The human heart valves and vascular grafts processed by
CryoLife using the SynerGraft technology are distributed in the U.S. under the
trademarks of CryoValve(R)SG and CryoVein(R)SG, respectively.
For additional information about the company, visit CryoLife's web site:
http://www.cryolife.com
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