UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (date of earliest event reported): NOVEMBER 18, 1997
Commission File No. 1-12575
UTAH MEDICAL PRODUCTS, INC.
(Exact name of Registrant as specified in its charter)
UTAH 87-0342734
(State or other jurisdiction of I.R.S. Employer
incorporation or organization) Identification No.)
7043 South 300 West
Midvale, Utah 84047
Address of principal executive offices
Registrant's telephone number: (801) 566-1200
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
On November 18, 1997, the Executive Committee of the Board of Directors of
Utah Medical Products, Inc. ("UM" or "the Company") determined not to engage
Deloitte & Touche LLP, Salt Lake City, Utah ("D&T SLC") as the Company's
principal accountant to audit and report on the Company's financial statements
for the year ended December 31, 1997. Significantly increased fees (bid at
least 50% higher than for the previous year, despite UM's decreased business
activity) is the reason for the change.
The report of D&T SLC on UM's financial statements consisting of
consolidated balance sheets as of December 31, 1996 and 1995, and the related
consolidated statements of income, stockholders' equity, and cash flows for each
of the three years in the period ended December 31, 1996, did not contain an
adverse opinion or disclaimer of opinion and was not qualified or modified as to
audit scope or accounting principles. In addition to D&T SLC, which previously
acted as UM's principal accountant, UM has retained Tanner + Co. for its tax
preparation work for the past three years, and Deloitte Touche Tohmatsu
International for its Ireland subsidiary, Utah Medical Products Ltd., since its
incorporation in 1995. Columbia Medical, Inc., a private company acquired by UM
in July, 1997, previously retained Talbot, Korvola & Warwick, LLP to provide
compilation of financial statements and tax returns. D&T SLC issued an
unqualified opinion on the financial statements of Columbia Medical, Inc., for
the year ended December 31, 1996.
In connection with the Company's two most recent fiscal year audits and any
subsequent interim period preceding the dismissal of D&T SLC, there were no
disagreements with D&T SLC or reportable events on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure, which disagreement, if not resolved to the satisfaction of the former
accountant, would have caused it to make reference to the subject matter of the
disagreement in connection with its report. In connection with its audit of
UM's 1996 financial statements, D&T SLC noted no matters involving the internal
control structure and its operations that they considered to be material
weaknesses.
The Company has provided the former accountant, D&T SLC, with a copy of
the foregoing disclosure. A letter, addressed to the Commission, by the former
accountant stating that it agrees with the above statements made by the Company,
is attached hereto as an exhibit.
On November 18, 1997, the Executive Committee of the Board of Directors of
UM approved the engagement of Tanner + Co., Salt Lake City, Utah as independent
accountant and auditor to report on UM's financial statements for the year ended
December 31, 1997.
No consultations occurred between UM and Tanner + Co. during the two most
recent fiscal years and any subsequent interim period prior to Tanner +
Company's appointment regarding either (i) the application of accounting
principles to a specific completed or contemplated transaction, the type of
audit opinion that might be rendered on UM's financial statements, or other
information provided that was considered by the Company in reaching a decision
as to an accounting, auditing, or financial reporting issue, or (ii) any matter
that was the subject of disagreement or a reportable event requiring
disclosure under Item 304(a)(1)(v) of Regulation S-K.
ITEM 7. EXHIBITS
c) Exhibits
SEC
Exhibit # Reference # Title of Document
1 16 Letter from Deloitte and Touche LLP, dated November 24,
1997, to Utah Medical Products, Inc. regarding change
in certifying accountant.
SIGNATURES
Pursuant to the requirements of the Securities Exchanges Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
UTAH MEDICAL PRODUCTS, INC.
REGISTRANT
Date: 11/25/97 By:\s\ Kevin L. Cornwell
CEO and CFO
[Deloitte & Touche LLP Letterhead]
November 24, 1997
Securities and Exchange Commission
Mail Stop 9-5
450 5th Street, N.W.
Washington, D.C. 20549
Dear Sirs/Madams:
We have read and agree with the comments in Item 4 of Form 8-K of Utah Medical
Products, Inc., dated November 18, 1997.
Yours truly,
/c/ Deloitte & Touche LLP
