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): April 19, 2001
BIO-VASCULAR, INC.
(Exact name of registrant as specified in its charter)
Minnesota 0-13907 41-1526554
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
2575 University Avenue
St. Paul, Minnesota 55114
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (651)603-3700
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Item 4. Changes in Registrant's Certifying Accountants.
On April 19, 2001, Bio-Vascular, Inc. (the "Company") concluded the
services of its prior independent auditors, PricewaterhouseCoopers LLP
("PricewaterhouseCoopers") and will name its new independent auditors through
the subsequent filing of a Form 8-Ka upon the completion of their new client
investigation procedures. This determination followed the Company's decision to
seek proposals and competitive bids from independent accounting firms, including
PricewaterhouseCoopers, with respect to the engagement of independent
accountants to audit the Company's consolidated financial statements for the
fiscal year ending October 31, 2001. The decision to appoint new independent
auditors while simultaneously concluding the services of PricewaterhouseCoopers
was approved by the Company's Audit Committee of the Board of Directors.
The reports of PricewaterhouseCoopers on the consolidated financial
statements of the Company for its fiscal years ended October 31, 2000 and
October 31, 1999 did not contain any adverse opinion or disclaimer of opinion
and were not qualified or modified as to uncertainty, audit scope or accounting
principles. During the Company's two most recent fiscal years and the subsequent
interim period through April 19, 2001, (i) there were no disagreements between
the Company and PricewaterhouseCoopers on any matter of accounting principles or
practices, financial statement disclosure or auditing scope or procedure which,
if not resolved to the satisfaction of PricewaterhouseCoopers, would have caused
PricewaterhouseCoopers to make reference to the subject matter of the
disagreement in connection with its reports for such periods (a "Disagreement")
and (ii) there were no reportable events, as defined in Item 304(a)(1)(v) of
Regulation S-K of the Securities and Exchange Commission (a "Reportable Event").
The Company has not, during the Company's two most recent fiscal years
or the subsequent interim period through April 19, 2001, consulted with the new
independent auditors regarding (i) the application of accounting principles to a
specified transaction, either completed or proposed, or the type of audit
opinion that might be rendered on the Company's financial statements, and
neither was a written report provided to the Company nor oral advice provided
that the new independent auditors concluded was an important factor considered
by the Company in reaching a decision as to the accounting, auditing or
financial reporting issue, or (ii) any matter that was either the subject of a
Disagreement or a Reportable Event.
On April 19, 2001, the Company furnished PricewaterhouseCoopers with a
copy of this Form 8-K and requested that PricewaterhouseCoopers 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 PricewaterhouseCoopers's
letter to the Commission, dated April 20, 2001, is filed as Exhibit 16.1 to this
current report on Form 8-K.
Item 7. Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits.
16.1 Letter from PricewaterhouseCoopers LLP to the
Securities and Exchange Commission dated April 20, 2001.
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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 thereunto duly authorized.
Dated: April 25, 2001
BIO-VASCULAR, INC.
By: /s/ Connie L. Magnuson
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Connie L. Magnuson
Vice President of Finance and
Chief Financial Officer
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EXHIBIT INDEX
16.1 Letter from PricewaterhouseCoopers LLP to the Securities and Exchange
Commission dated April 20, 2001.
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