TRIMEDYNE INC
8-K, 1998-09-23
ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS
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                       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: September 15, 1998

                                 TRIMEDYNE, INC.

                                     Nevada
                 (State or other jurisdiction of incorporation)

       0-10581                                            36-3094439
(Commission File No.)                         (IRS Employer Identification No.)

                               2801 Barranca Road
                            Irvine, California 92606
                                 (949) 559-5300



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Item 4. Change in Registrant's Certifying Accountant.

        (a)    Previous independent accountants

               (i)    On September 15, 1998, the Registrant elected to replace
                      PricewaterhouseCoopers LLP as its independent accountants.

               (ii)   The reports of PricewaterhouseCoopers LLP on the
                      Registrant's financial statements for the past two fiscal
                      years contained no adverse opinion or disclaimer of
                      opinion and were not qualified or modified as to
                      uncertainty, audit scope or accounting principles.

               (iii)  The Registrant's audit committee and Board of Directors
                      participated in and approved the decision to change
                      independent accountants.

               (iv)   During the Registrant's two most recent fiscal years and
                      through September 15, 1998, there have been no
                      disagreements with PricewaterhouseCoopers LLP on any
                      matter of accounting principles or practices, financial
                      statement disclosure or auditing scope or procedure, which
                      disagreements if not resolved to the satisfaction of
                      PricewaterhouseCoopers LLP would have caused them to make
                      reference thereto in their report on financial statements
                      for such years.

               (v)    During the two most recent fiscal years and through
                      September 15, 1998, there have been no reportable events
                      (as defined in Regulation S-K Item 304(a)(1)(v)).

               (vi)   The Registrant has requested that PricewaterhouseCoopers
                      LLP furnish it with a letter addressed to the Securities
                      and Exchange Commission (the "SEC") stating whether or not
                      it agrees with the above statements. A copy of such
                      letter, dated September 22, 1998, is filed as Exhibit 16
                      to this Form 8-K.

        (b)    New independent accountants

               (i)    The Registrant engaged McKennon, Wilson & Morgan as its
                      new independent accountants as of September 15, 1998.
                      During the two most recent fiscal years and through
                      September 15, 1998, the Registrant has not consulted with
                      McKennon, Wilson & Morgan on items which (1) are described
                      in Regulation S-K Item 304(a)(2)(i) or (2) concerned the
                      subject matter of a disagreement or reportable event with
                      the former accountants (as described in Regulation S-K
                      Item 304(a)(2)(ii).


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Item 7. Financial Statements and Exhibits.

        (c)    Exhibits

               16     Letter dated September 22, 1998 from
                      PricewaterhouseCoopers LLP, the Registrant's former
                      accountants, to the SEC.


                                    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.

                                            Trimedyne, Inc.

Dated: September 23, 1998                   By: /s/ Charisse E. Chel
                                                --------------------------------
                                                    Charisse E. Chel
                                                    Chief Financial Officer


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                                                                      EXHIBIT 16

September 22, 1998

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549

Gentlemen:

We have read Item 4 of Trimedyne, Inc.'s Form 8-K dated September 15, 1998, and
are in agreement with the statements contained in paragraphs 4(a) therein.


                                            /s/ PricewaterhouseCoopers LLP
                                                --------------------------------
                                                PRICEWATERHOUSECOOPERS LLP




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