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 4, 2002
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AMERIPATH, INC.
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
000-22313 65-0642485
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(Commission File Number) (IRS Employer Identification No.)
7289 Garden Road
Suite 200
Riviera Beach, Florida 33404
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(Address of principal executive offices, including Zip Code)
Registrant's telephone number, including area code (561) 845-1850
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N/A
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(Former name or former address, if changed since last report)
Item 4. Changes in Registrant's Certifying Accountants
At a meeting held on April 1, 2002 the Audit Committee of AmeriPath, Inc.
recommended to its Board of Directors and the Board of Directors approved the
engagement of Ernst and Young as its independent auditors for the year ending
December 31, 2002 to replace the firm of Deloitte & Touche LLP (Deloitte), who
were dismissed as auditors of the Company effective upon the completion of the
required procedures and communications in connection with Deloitte's audit of
the financial statements for the year ended December 31, 2001. The reports of
Deloitte on the Company's financial statements for the past two years did not
contain an adverse opinion or a disclaimer of opinion and were not qualified or
modified as to uncertainty, audit scope, or accounting principles. In
connection with the audits of the Company's financial statements for each of the
two years in the period ended December 31, 2001, and in the subsequent interim
period, there were no disagreements with Deloitte on any matters of accounting
principles or practices, financial statement disclosure, or auditing scope and
procedures which, if not resolved to the satisfaction of Deloitte, would have
caused Deloitte to make reference to the matter in their report. The Company has
requested Deloitte to furnish it a letter addressed to the Commission stating
whether it agrees with the above statements. A copy of that letter, dated April
4, 2002 is filed as Exhibit 1 to this Form 8-K.
The statements contained in this Form 8-K include "forward-looking statements"
which are based on management's current beliefs and expectations. Past
performance is not necessarily indicative of future results. In addition,
forward-looking statements - which are identified by words such as "may",
"should", "believe", "expect", "anticipate", "estimate" and similar expressions
- as well as any financial and operating estimates, forecasts and/or
projections, are subject to a number of risks and uncertainties, many of which
involve factors or circumstances which are beyond the Company's ability to
control. These factors, risks and uncertainties could cause actual results to
differ materially from historical results or those expected, estimated or
anticipated. These include factors, risks and uncertainties relating to demand
for pathology and related services, pricing, federal and state regulation (and
compliance), reimbursement rates, government and third party payments,
dependence upon pathologists (and need to retain), key personnel and contracts,
completion and integration of acquisitions and affiliations (and achievement of
expected synergies and/or cost savings), cost and availability of financing,
competitive factors and technology. The forward looking statements included in
this Form 8-K are made as of the date hereof, and the Company undertakes no
obligation to update or revise any such statements, whether as result of new
developments, new information or otherwise. Further information regarding
risks, uncertainties and other factors that could affect the Company's financial
or operating results, or which could cause actual results to differ materially
from those expected, estimated or anticipated, are included in the Company's
Form 10-K for the year ended December 31, 2001 and subsequent filings with the
SEC.
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.
AMERIPATH, INC.
Dated: April 4, 2002 By:/s/ Gregory A. Marsh
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Gregory A. Marsh
Vice President and
Chief Financial Officer
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INDEX TO EXHIBITS
Exhibit
Number Description
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1 Letter from Deloitte & Touche LLP dated April 4, 2002
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