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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 6, 2002
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CAREADVANTAGE, INC.
(Exact name of Registrant as specified in charter)
Delaware 0-26168 52-1849794
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) file number) Identification No.)
485-C Route 1 South
Iselin, New Jersey 08830
(732) 602-7000
(Address, including zip code and telephone number, including area code, of
Registrant's principal executive offices)
Not Applicable
(Former name or former address of Registrant, if changed since last report)
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Item 4. Change In Registrant's Certifying Accountants.
On June 6, 2002, Arthur Andersen LLP ("Arthur Andersen") notified
CareAdvantage, Inc. (the "Company") that its client-auditor relationship was
terminated as of that date. Arthur Andersen audited the Company's consolidated
financial statements for the year ended December 31, 2001. Arthur Andersen's
reports on the Company's consolidated financial statements for the year ended
December 31, 2001 did not contain an adverse opinion nor a disclaimer of
opinion, nor were such reports qualified or modified as to uncertainty, audit
scope, or accounting principles.
During the year ended December 31, 2001 and the subsequent interim period
through the date of this Report, there were no disagreements between the Company
and Arthur Andersen on any matters of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure, which
disagreements, if not resolved to the satisfaction of Arthur Andersen, would
have caused it to make reference to the subject matter of the disagreement in
connection with its reports on the annual financial statements of the Company
for such year, and there were no reportable events, as listed in Item
304(a)(1)(v) of SEC Regulation S-K.
The decision of Arthur Andersen to resign was not recommended or approved
by the Company's Board of Directors or the Audit Committee.
The Company has provided Arthur Andersen with a copy of the disclosures
contained herein. Attached to this report as Exhibit 16 is a copy of Arthur
Andersen's letter, dated June 6, 2002, stating its agreement with such
statements.
The Audit Committee of the Board of Directors of the Company, which is
responsible for the selection and replacement of the Company's independent
accountant, is in the process of interviewing and engaging a new certifying
accountant. The Audit Committee expects that this process will be completed in
the near future.
Item 7. Financial Statements, Pro Forma Financial Information And Exhibits
(c) Exhibits.
Exhibit No. Description
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16 Letter of Arthur Andersen LLP re: Change in
Certifying Accountant
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.
CAREADVANTAGE, INC.
Date: June 10, 2002 By: /s/ Dennis J. Mouras
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Dennis J. Mouras,
Chief Executive Officer
EXHIBIT INDEX
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Exhibit No. Description
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16 Letter of Arthur Andersen LLP re: Change in
Certifying Accountant