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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): May 10, 2002
Wright Medical Group, Inc.
(Exact name of registrant as specified in its charter)
Delaware 0-32883 13-4088127
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification Number)
5677 Airline Road, Arlington, Tennessee 38002
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (901) 867-9971
N/A
(Former name or former address, if changed since last report)
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Item 4. Changes in Registrant's Certifying Accountant
On May 10, 2002, upon the recommendation of the Audit Committee of the
Board of Directors of Wright Medical Group, Inc. (the "Company"), the Board of
Directors decided to no longer engage Arthur Andersen LLP ("Andersen") as the
Company's independent auditor, and engaged KPMG, LLP ("KPMG") to serve as the
Company's independent auditor for the fiscal year ending December 31, 2002.
Andersen's reports on the Company's consolidated financial statements
for each of the fiscal years ended December 31, 2001 and 2000, did not contain
an adverse opinion or disclaimer of opinion, nor were they qualified or modified
as to uncertainty, audit scope or accounting principles. Andersen's report on
the Company's consolidated financial statements for 2001 was issued on an
unqualified basis in conjunction with the publication of the Company's 2001
Annual Report and the filing of the Company's Annual Report on Form 10-K for the
fiscal year ended December 31, 2001.
During the Company's fiscal years ended December 31, 2001 and 2000, and
the subsequent interim period through May 10, 2002, there were 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
Andersen's satisfaction, would have caused them to make reference to the subject
matter in connection with their reports on the Company's consolidated financial
statements for such fiscal years.
None of the reportable events described under Item 304(a)(1)(v) of
Regulation S-K occurred within the Company's fiscal years ended December 31,
2001 and 2000, or the subsequent interim period through May 10, 2002.
The Company has provided Andersen with a copy of the foregoing
disclosures. A copy of Andersen's letter to the Securities and Exchange
Commission dated May 10, 2002, stating Andersen's agreement with such
statements, is filed as Exhibit 16.1 to this report.
During the Company's fiscal years ended December 31, 2001 and 2000, and
the subsequent interim period through May 10, 2002, the Company did not consult
KPMG regarding (i) either the application of accounting principles to a
specified transaction, either completed or proposed, or the type of audit
opinion that might be rendered on the Company's consolidated financial
statements, or (ii) any matter that was either the subject of a disagreement (as
defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or
a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K).
On May 13, 2002, the Company issued a press release announcing the
foregoing change of its independent auditor. A copy of the press release is
filed as Exhibit 99.1 to this report.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
The following exhibits are filed as part of this report:
Exhibit
Number Description
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16.1 Letter from Arthur Andersen LLP to the Securities and Exchange
Commission dated May 10, 2002.
99.1 Press release issued by Wright Medical Group, Inc. on May 13, 2002.
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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, on May 13, 2002.
WRIGHT MEDICAL GROUP, INC.
By: /s/ F. Barry Bays
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F. Barry Bays
President and Chief Executive Officer
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EXHIBIT INDEX
Exhibit
Number Description
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16.1 Letter from Arthur Andersen LLP to the Securities and Exchange
Commission dated May 10, 2002.
99.1 Press release issued by Wright Medical Group, Inc. on May 13, 2002.
3