-----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, Kua8+iBonFwnzOM2XyJo2Qz1TI8PfopZ5OkTsX2C7GRdBtS2cZLn/F1HJjHeGyUQ PFcU5Lh84HrobXr/doTwZw== 0000927016-02-003043.txt : 20020528 0000927016-02-003043.hdr.sgml : 20020527 20020528165532 ACCESSION NUMBER: 0000927016-02-003043 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20020521 ITEM INFORMATION: Changes in registrant's certifying accountant ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020528 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CYTYC CORP CENTRAL INDEX KEY: 0000849778 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] IRS NUMBER: 020407755 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-27558 FILM NUMBER: 02663765 BUSINESS ADDRESS: STREET 1: 237 CEDAR HILL ST CITY: MARLBOROUGH STATE: MA ZIP: 01752 BUSINESS PHONE: 5082638000 MAIL ADDRESS: STREET 1: 85 SWANSON ROAD CITY: BOXBOROUGH STATE: MA ZIP: 01719 8-K 1 d8k.txt FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Commission Date of Report (Date of earliest event reported): May 21, 2002 Cytyc Corporation (Exact name of Registrant as specified in its charter) 85 Swanson Road, Boxborough, MA (Address of principal executive offices) 01719 (Zip Code) (978) 263-8000 Registrant's telephone number, including area code Delaware 0-27558 02-0407755 State or other jurisdiction (Commission (IRS Employer of Incorporation File Number) Identification No.) Item 4. Changes in Registrant's Certifying Accountant. On May 21, 2002, Cytyc Corporation, a Delaware corporation ("Cytyc"), announced that, effective as of May 21, 2002, it has dismissed Arthur Andersen LLP ("Arthur Andersen") as Cytyc's independent public accountants and has engaged Deloitte & Touche LLP ("Deloitte & Touche") to serve as Cytyc's independent public accountants for fiscal 2002. The decision to replace Arthur Andersen with Deloitte & Touche was approved by Cytyc's Board of Directors upon the recommendation of its Audit Committee. A copy of the press release announcing the change of Cytyc's independent public accountants is attached hereto as Exhibit 99. Arthur Andersen's reports on Cytyc's consolidated financial statements for each of the two most recent fiscal years of Cytyc ended December 31, 2001 did not contain an 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 of Cytyc ended December 31, 2001 and through the date hereof, there were no disagreements with Arthur Andersen on any matter of accounting principle or practice, financial statement disclosure, or auditing scope or procedure which, if not resolved to Arthur Andersen's satisfaction, would have caused them to make reference to the subject matter in connection with their report on Cytyc's consolidated financial statements for such years. None of the reportable events as defined in Item 304(a)(1)(v) of Regulation S-K occurred within the two most recent fiscal years of Cytyc ended December 31, 2001. The Company provided Arthur Andersen with a copy of the foregoing disclosures. Attached as Exhibit 16 is a copy of Arthur Andersen's letter, dated May 28, 2002, stating its agreement with such disclosures. During the two most recent fiscal years of Cytyc ended December 31, 2001 and through the date hereof, Cytyc did not consult Deloitte & Touche with respect to the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on Cytyc's consolidated financial statements, or any other matters or reportable events as set forth in Items 304(a)(2)(i) and (ii) of Regulation S-K. Item 7. Financial Statements and Exhibits. (c) Exhibits. Exhibit 16 Letter from Arthur Andersen LLP to the Securities and Exchange Commission dated May 28, 2002. Exhibit 99 Press Release dated May 21, 2002. 2 SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CYTYC CORPORATION Date: May 28, 2002 By: /s/ Patrick J. Sullivan ----------------------- Patrick J. Sullivan Chairman and Chief Executive Officer 3 EXHIBIT INDEX Exhibit No. Description Exhibit 16 Letter from Arthur Andersen LLP to the Securities and Exchange Commission dated May 28, 2002. Exhibit 99 Press Release dated May 21, 2002. 4 EX-16 3 dex16.txt LETTER FROM ARTHUR ANDERSEN LLP Exhibit 16 Office of the Chief Accountant Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 May 28, 2002 Dear Sir/Madam: We have read Item 4 included in the Current Report on Form 8-K dated May 28, 2002, of Cytyc Corporation, to be filed with the Securities and Exchange Commission, and are in agreement with the statements contained therein as they pertain to Arthur Andersen LLP. Very truly yours, /s/Arthur Andersen LLP ARTHUR ANDERSEN LLP cc: Mr. Patrick J. Sullivan, Chairman and Chief Executive Officer, Cytyc Corporation EX-99 4 dex99.txt PRESS RELEASE Exhibit 99 Contact: Robert Bowen, Chief Financial Officer Anne Rivers, Investor Relations Jeff Keene, Healthcare Media Cytyc Corporation: 978-266-3010 www.cytyc.com Robert P. Jones/Lauren Levine Media: Greg Tiberend/Dan Budwick Morgen-Walke Associates: 212-850-5600 Lloyd Benson/Shanti Skiffington Schwartz Communications: 781-684-0770 FOR IMMEDIATE RELEASE CYTYC CORPORATION APPOINTS NEW INDEPENDENT AUDITOR Boxborough, MA, May 21, 2002 -- Cytyc Corporation (Nasdaq:CYTC) announced today that its Board of Directors has appointed Deloitte & Touche LLP as the Company's independent auditor, replacing Arthur Andersen LLP. The change is effective today. The appointment of Deloitte & Touche was made by the Board of Directors on the recommendation of its Audit Committee, which conducted a thorough assessment of the Company's needs for independent audit services, to ensure that shareholders will continue to maintain confidence in the integrity of the Company's financial statements. The decision to change auditors was not the result of any disagreement between Cytyc Corporation and Arthur Andersen on any matter of accounting principles, practices, or financial disclosure. "The Boston-based Arthur Andersen team has provided quality audit services to Cytyc since 1987 and the Company thanks the engagement team for its dedicated and professional work," said Patrick J. Sullivan, Cytyc's vice-chairman, chairman-elect, and chief executive officer. Cytyc Corporation develops, manufactures and markets products for medical diagnostic applications primarily focused on women's health. Cytyc's ThinPrep? System is widely used for cervical cancer screening and serves as a platform for the Company's expansion into breast cancer risk assessment with the FirstCyte? Ductal Lavage device. The ThinPrep System consists of the ThinPrep(R) 2000 Processor, ThinPrep(R) 3000 Processor, and related reagents, filters, and other supplies. Cytyc is traded on The Nasdaq Stock Market under the symbol CYTC and is a part of the S&P Midcap 400 Index and The Nasdaq-100 Index. Cytyc(R) and ThinPrep(R) are registered trademarks of Cytyc Corporation. FirstCyte(TM) is a trademark of Cytyc Corporation for which registration has been applied. ### -----END PRIVACY-ENHANCED MESSAGE-----