DRAFT - September 14, 1998
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): September 11, 1998
STRATEGIC DIAGNOSTICS INC.
(Exact name of issuer as specified in charter)
Delaware 0-68440 56-1581761
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation or file Identification
Organization) number) Number)
111 Pencader Drive
Newark, Delaware 19702
(Address of principal executive offices)
(302) 456-6789
(Registrant's telephone number, including area code)
Item 4. Changes in Registrant's Certifying Accountant.
Arthur Andersen LLP has been the principal accountant for Strategic
Diagnostics Inc. (the "Company") since January 29, 1997. On September 11, 1998,
the Company determined to terminate Arthur Andersen LLP's appointment as
principal accountants of the Company and to engage KPMG Peat Marwick LLP as the
Company's independent accountants. The decision to engage KPMG Peat Marwick LLP
and to terminate Arthur Andersen LLP was recommended to and approved by the
audit committee of the board of directors on September 11, 1998.
Since its engagement on January 29, 1997 and in connection with the
audit of the fiscal year ended December 31, 1997, there were no disagreements
with Arthur Andersen LLP on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedures, which
disagreements if not resolved to their satisfaction would have caused them to
make reference in connection with their opinion to the subject matter of the
disagreement.
The audit report of Arthur Andersen LLP on the consolidated financial
statements of the Company as of December 31, 1997 did not contain any adverse
opinion or disclaimer of opinion, nor was it qualified or modified as to
uncertainty, audit scope, or accounting principles.
The Company has requested that Arthur Andersen LLP furnish it with a
letter addressed to the Securities and Exchange Commission stating whether or
not it agrees with the above statements. A copy of such letter, dated September
17, 1998 is filed as Exhibit 16.1 to this Report on Form 8-K.
Page 2
Item 7. Financial Statements, Pro Forma Financial Information
and Exhibits.
Exhibit No. Description
----------- -----------
16.1 Letter from Arthur Andersen LLP
Page 3
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.
STRATEGIC DIAGNOSTICS INC.
Date: September 17, 1998 By: /s/ Arthur A. Koch
-----------------------------
Arthur A. Koch, Jr.
Vice President-Finance and
Chief Financial Officer
Page 4
EXHIBIT INDEX
Exhibit
No. Description
- ------- -----------
16.1 Letter from Arthur Andersen LLP