-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PFXr/P6U3kjTunSaDWImo8cp21kamyuzmkqAqOmN5cEqIlSaorCNsk7ObRKupAuF A4xCFZVXfNPswYjSY9ko0w== 0000898430-02-001447.txt : 20020416 0000898430-02-001447.hdr.sgml : 20020416 ACCESSION NUMBER: 0000898430-02-001447 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020411 ITEM INFORMATION: Changes in registrant's certifying accountant ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020415 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KORN FERRY INTERNATIONAL CENTRAL INDEX KEY: 0000056679 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EMPLOYMENT AGENCIES [7361] IRS NUMBER: 952623879 STATE OF INCORPORATION: DE FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14505 FILM NUMBER: 02611383 BUSINESS ADDRESS: STREET 1: 1800 CENTURY PARK EAST STREET 2: STE 900 CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 3105521834 MAIL ADDRESS: STREET 1: 1800 CENTURY PARK EAST STREET 2: STE 900 CITY: LOS ANGELES STATE: CA ZIP: 90067 8-K 1 d8k.txt FORM 8-K 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 11, 2002 (April 11, 2002) Korn/Ferry International ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 001-14505 95-2623879 - -------------- ------------------------ ---------------- (State of (Commission File Number) (IRS Employer incorporation) Identification No.) 1800 Century Park East, Suite 900, Los Angeles, California 90067 ---------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (310) 552-1834 ------------------------------- (Registrant's telephone number, including area code) N/A ------------------------------------------------------------- (Former name or former address, if changed since last report) Item 4. Changes in Registrant's Certifying Accountants. ---------------------------------------------- On April 11, 2002, our board of directors, upon recommendation of the Audit Committee, resolved (i) to dismiss Arthur Andersen LLP as our independent auditors and (ii) to appoint Ernst & Young LLP to replace Arthur Andersen. Ernst & Young LLP will audit our financial statements for the fiscal year ending April 30, 2002. The audit reports of Arthur Andersen on our consolidated financial statements for each of the fiscal years ended April 30, 2001 and April 30, 2000 did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles. During the two most recent fiscal years ended April 30, 2001 and the subsequent period through the date hereof, there were no disagreements with Arthur Andersen on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to Arthur Andersen's satisfaction, would have caused Arthur Andersen to make reference to the subject matter of the disagreements in connection with its reports. None of the reportable events described under Item 304(a)(1)(v) of Regulation S-K occurred within the two most recent fiscal years ended April 30, 2001 or within the interim period through the date hereof. We provided Arthur Andersen with a copy of the above disclosures and requested that Arthur Andersen furnish us with a letter addressed to the Securities and Exchange Commission stating its agreement with the above statements. A copy of that letter, dated April 12, 2002, is filed as Exhibit 16.1 to this Form 8-K. During the two most recent fiscal years ended April 30, 2001, and the subsequent period through the date hereof, we did not consult with Ernst & Young regarding any of the matters or events set forth in Item 304(a)(2)(i) and (ii) of Regulation S-K. Item 7. Financial Statements and Exhibits. --------------------------------- Exhibit No. Description - ----------- ----------- 16.1 Letter of Arthur Andersen LLP to the Securities and Exchange Commission, dated April 12, 2002, 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. KORN/FERRY INTERNATIONAL By: /s/ Gary D. Burnison -------------------------------- Name: Gary D. Burnison Title: Executive Vice President and Chief Financial Officer Date: April 15, 2002 EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 16.1 Letter of Arthur Andersen LLP to the Securities and Exchange Commission, dated April 12, 2002, regarding change in certifying accountant. EX-16.1 3 dex161.txt LETTER OF ARTHUR ANDERSEN LLP EXHIBIT 16.1 [Arthur Andersen LLP Letterhead] Office of the Chief Accountant Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549 April 12, 2002 Dear Sirs: We have read the six paragraphs of Item 4 included in the attached Form 8-K dated April 11, 2002 of Korn/Ferry International, Inc. (the Company) to be filed with the Securities and Exchange Commission and have the following comments: . We agree with the statement made in the first paragraph of Item 4 with regards to the termination of our relationship. However, we have no basis to agree or disagree with the statements concerning the appointment of Ernst & Young LLP. . We agree with the statements made in paragraphs 2, 3, 4 and 5 of Item 4. . We have no basis to agree or disagree with the statement in paragraph 6 of Item 4 concerning any consultation between the Company and Ernst & Young LLP regarding the application of accounting principles to a specified transaction or the type of audit opinion that might be rendered on the Company's financial statements during the two most recent fiscal years through present. Very truly yours, /s/ Arthur Andersen LLP ARTHUR ANDERSEN LLP -----END PRIVACY-ENHANCED MESSAGE-----