UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 31, 2002
DYNACQ INTERNATIONAL, INC.
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(Exact name of registrant as specified in its charter)
NEVADA
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(State or other jurisdiction of incorporation)
000-20554 76-0375477
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(Commission File Number) (I.R.S. Employer
Identification No.)
10304 Interstate 10 East, Suite 369, Houston, Texas 77029
(Address of principal executive offices,
including zip code)
(713) 673-6432
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(Registrant's telephone number, including area code)
Item 4. Changes in Registrant's Certifying Accountant
On May 31, 2002, the Board of Directors of Dynacq International, Inc. (the
"Company") and its Audit Committee dismissed KenWood & Associates, PC
("KenWood") as the Company's independent public accountants and engaged Ernst &
Young LLP ("E&Y") to serve as the Company's independent public accountants for
the fiscal year 2002. The appointment of E&Y is subject to stockholder
ratification at the Company's 2002 Annual Meeting of Stockholders.
KenWood's reports on the Company's consolidated financial statements for
each of the fiscal years ended August 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.
During the years ended August 31, 2001 and 2000 and through the date
hereof, there were no disagreements with KenWood on any matter of accounting
principle or practice, financial statement disclosure, or auditing scope or
procedure which, if not resolved to KenWood's satisfaction, would have caused
them to make reference to the subject matter of the disagreements in connection
with their reports on the Company's consolidated financial statements for such
years; and there were no reportable events as defined in Item 304(a)(1)(v) of
Regulation S-K.
The Company provided KenWood with a copy of the foregoing disclosures.
Attached as Exhibit 16 is a copy of KenWood's letter, dated June 4, 2002,
stating its agreement with such statements.
During the years ended August 31, 2001 and 2000 and through the date
hereof, the Company did not consult E&Y 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 the Company'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
(a) Financial Statements of Business Acquired.
Inapplicable.
(b) Pro Forma Financial Information.
Inapplicable.
(c) Exhibits
Exhibit Number Exhibit Description
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16.1 Letter from KenWood & Associates PC to the
Securities and Exchange Commission dated
June 4, 2002
SIGNATURES
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.
DYNACQ INTERNATIONAL, INC.
By: /s/ PHILIP S. CHAN
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Philip S. Chan,
Vice President and Chief Financial Officer
DATE: June 5, 2002
Exhibit Index
Exhibit Number Exhibit Description
16.1 Letter from KenWood & Associates PC to the Securities
and Exchange Commission dated June 4, 2002