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)
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March 28, 2002
LTX CORPORATION
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(Exact Name of Registrant as Specified in Its Charter)
Massachusetts 04-2594045
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(State or Other Jurisdiction (I.R.S. Employer
of Incorporation or Organization) Identification No.)
LTX Park at University Avenue, Westwood, Massachusetts 02090
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code (781) 461-1000
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Former Name, Former Address and Former Fiscal Year,
if Changed Since Last Report.
Item 4. Changes In Registrant's Certifying Accountant
On March 28, 2002, the Board of Directors of LTX Corporation ("LTX") adopted the
recommendation of its Audit Committee that Arthur Andersen LLP ("Andersen") be
replaced as LTX's independent public accountants and engaged Ernst and Young LLP
("E&Y") to serve as LTX's independent public accountants for its fiscal year
ending July 31, 2002.
The audit reports of Andersen on the consolidated financial statements of LTX
for the past two fiscal years 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 LTX's two most recent fiscal years, and through the date of this Form
8-K, there were no disagreements between LTX and Andersen on any matter of
accounting principles or practices, financial statement disclosure, or auditing
scope or procedure, which disagreements, if not resolved to Andersen's
satisfaction, would have caused them to make reference to the subject matter of
the disagreements in connection with their reports. None of the reportable
events described under Item 304(a) (1) (v) of Regulation S-K occurred within
LTX's two most recent fiscal years and through the date of this Form 8-K.
LTX provided Andersen with a copy of the foregoing disclosures. Attached as
Exhibit 16 is a copy of Andersen's letter, dated April 3, 2002, stating its
agreement with such statements.
During LTX's two most recent fiscal years and through the date of this Form 8-K,
LTX did not consult with E&Y regarding any of the matters or events set forth in
Item 304 (a) (2) (i) and (ii) of Regulation S-K.
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Item 7. Financial Statements, Pro Forma Financial Information And Exhibits.
(c) Exhibits
Exhibit No. Description
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16 Letter from Arthur Andersen LLP to the
Securities and Exchange Commission
dated April 3, 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.
LTX Corporation
Date: April 3, 2002 By: /s/ Mark J. Gallenberger
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Mark J. Gallenberger
Vice President & Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Description
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16 Letter from Arthur Andersen LLP to the
Securities and Exchange Commission
dated April 3, 2002