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): June 27, 2002
HORIZON TELCOM, INC.
(Exact name of registrant as specified in charter)
Ohio 0-32617 31-1449037
(State or other jurisdiction of (Commission File Number) (IRS Employer Identification No.)
incorporation)
68 East Main Street
Chillicothe, Ohio 45601-0480
(Address of principal (Zip Code)
executive offices)
(Registrant's telephone number including area code) (740) 772-8200
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On June 27, 2002, Horizon Telcom, Inc. ("Horizon" or "the Company") dismissed
Arthur Andersen LLP ("Andersen") as its principal accountant and engaged KPMG
LLP ("KPMG") as its principal accountant. The decision to change principal
accountants was approved by the Audit Committee of the Board of Directors of the
Company. The change will be effective immediately. During the past two fiscal
years and through the date of this Current Report, the Company has engaged KPMG
to perform limited tax and other consulting services, but has not consulted with
KPMG on any accounting or auditing related matters or any other matters that are
reportable under Item 304(a)(2) of Regulation S-K.
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 dated June 27, 2002 is
attached hereto as Exhibit 16.1.
A copy of the press release issued by the Company regarding its change in
accountants 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
-------------- -----------
16.1 Letter from Arthur Andersen dated June 27, 2002
2
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.
HORIZON TELCOM, INC.
Date: June 27, 2002 By: /s/ Peter M. Holland
----------------------------------------
Peter M. Holland
Chief Financial Officer
(Principal Financial and Accounting Officer)
3
EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION PAGE
- -------------- ----------- ----
16.1 Letter from Arthur Andersen
dated June 27, 2002 5
4
1485775