SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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 20, 2002
WESTWOOD HOLDINGS GROUP, INC.
(Exact name of registrant as specified in charter)
Delaware 001-31234 75-2969997
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
300 Crescent Court, Suite 1300, Dallas, Texas 75201
(Address of principal executive offices)
(214) 756-6900
(Registrant's telephone number, including area code)
Item 4. Changes in Registrant's Certified Accountant.
On June 20, 2002, Westwood Holdings Group, Inc. ("Westwood") dismissed
Arthur Andersen LLP as its independent accountants and engaged Deloitte & Touche
LLP as the Company's independent accountants for the fiscal year ending December
31, 2002. The audit reports of Arthur Andersen on the consolidated financial
statements of Westwood as of and for 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.
During the two most recent fiscal years of Westwood ended December 31,
2001, and the subsequent interim period through June 20, 2002, there were no
disagreements between Westwood and Arthur Andersen on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure.
None of the reportable events described under Item 304(a)(1)(v) of
Regulation S-K have occurred within the two most recent fiscal years of Westwood
ended December 31, 2001 or within the interim period through June 20, 2002.
Arthur Andersen has been provided with a copy of this disclosure and
has furnished a letter addressed to the Securities and Exchange Commission
stating that they have found no basis for disagreement with the above
statements. A copy of Arthur Andersen's letter to the Securities and Exchange
Commission is filed as Exhibit 16.1 to this Report.
During the two most recent fiscal years and the interim period through
June 20, 2002, Westwood 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
Westwood'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.
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.
Date: June 20, 2002
WESTWOOD HOLDINGS GROUP, INC.
By: /s/ Brian O. Casey
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Brian O. Casey
President
EXHIBIT INDEX
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Exhibit Number Description
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16.1 Letter dated June 20, 2002 from Arthur Andersen to the
Securities and Exchange Commission regarding the change in
accountants