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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): March 21, 2000
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CANDELA CORPORATION
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(Exact name of registrant as specified in its charter)
DELAWARE 0-14742 04-2477008
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(State or other jurisdiction of (Commission (IRS Employer
incorporation or organization) File Number) Identification No.)
530 BOSTON POST ROAD, WAYLAND, MASSACHUSETTS 01778
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (508) 358-7400
Page 1 of 5 Pages
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Item 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a) On March 21, 2000, Candela Corporation (the "Company") was notified
by PricewaterhouseCoopers LLP ("PwC") that it resigned as the Company's
independent accountant.
The PwC reports on the Company's consolidated financial statements at
July 3, 1999 and June 27, 1998 and for each of the years then ended did not
contain an adverse opinion or disclaimer of opinion, nor were such reports
qualified or modified as to uncertainty, audit scope or accounting principles.
During fiscal years 1999 and 1998 and the subsequent interim period
through March 21, 2000, PwC and the Company have not had any disagreement 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 PwC, would have caused it to make reference to the subject
matter of the disagreement in connection with their report and the financial
statements for such years. During such period, there were no "reportable events"
within the meaning of Item 304(a)(1)(v) of Regulation S-K under the Securities
Act of 1933.
The Company requested that PwC furnish a letter addressed to the
Securities and Exchange Commission stating whether PwC agrees with the above
statements. A copy of such letter dated March 28, 2000 is attached as an exhibit
to this Form 8-K.
(b) The Company engaged Ernst & Young LLP as its new independent
accountants effective as of March 27, 2000. During the two most recent fiscal
years and through March 27, 2000, the Company has not consulted with Ernst &
Young LLP concerning the Company's financial statements, including the
following items: 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; or any matter that
was either the subject of a disagreement, as that term is defined in Item
304(a)(1)(iv) of Regulation S-K, or a reportable event, as that term is
defined in Item 304(a)(1)(v) of Regulation S-K.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) EXHIBITS.
16.1 Letter from PwC re: Change in Certifying Accountant
Page 2 of 5 Pages
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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.
Date: March 28, 2000 CANDELA CORPORATION
By:/s/ F. Paul Broyer
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Name: F. Paul Broyer
Title: Chief Financial Officer
Page 3 of 5 Pages
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Page Number
in Sequentially
Exhibit Number Description Numbered Copy
<S> <C> <C>
16.1 Letter Re: Change 5
in Certifying Accountant
</TABLE>
Page 4 of 5 Pages
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EXHIBIT 16.1
[Letterhead of PricewaterhouseCoopers LLP]
March 28, 2000
Office of the Chief Accountant
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Commissioners:
We have read the statements made by Candela Corporation (copy attached) which we
understand will be filed with the Commission pursuant to Item 4 of Form 8-K, as
part of the Company's Form 8-K report dated March 21, 2000. We agree with the
statements concerning our Firm in such Form 8-K.
Very truly yours,
/s/ PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
cc: Mr. F. Paul Broyer, Chief Financial Officer - Candela Corporation
Page 5 of 5 Pages
