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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) January 17, 1997
Commission file number 33-84262
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<CAPTION>
<S> <C>
MVE HOLDINGS, INC. MVE, INC.
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(Exact name of co-registrant as (Exact name of co-registrant as
specified in its charter) specified in its charter)
<S> <C> <C> <C>
Delaware 41-1641718 Delaware 41-1396485
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(State or other jurisdiction (I.R.S. Employer (State or other jurisdiction (I.R.S. Employer
of incorporation or Identification No.) of incorporation or Identification No.)
organization) organization)
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Two Appletree Square, Suite 100
8011 34th Avenue South
Bloomington, Minnesota 55425
(Address of principal executive offices)
Registrant's telephone number, including area code (612) 853-9600
Not applicable
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(Former name or former address, if changes since last report)
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Items 1, 2, 3, 5, and 6 are not applicable and are therefore omitted.
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
On January 17, 1997, MVE Holdings, Inc. ("Holdings") and MVE, Inc. ("MVE")
terminated the services of Arthur Andersen LLP as their principal accountant and
engaged Deloitte & Touche LLP as their principal accountant to audit their
financial statements for the fiscal year ending December 31, 1996. The decision
to change accountants was approved by the Boards of Directors of Holdings and
MVE.
In connection with the audits of the fiscal years ended February 29, 1996 and
February 28, 1995, and in the subsequent interim period through the date of
dismissal, there were no disagreements with Arthur Andersen LLP on any matter of
accounting principles or practices, financial statement disclosure, or auditing
scope or procedures.
Arthur Andersen LLP's report on the consolidated financial statements as of and
for the years ended February 29, 1996 and February 28, 1995, did not contain any
adverse opinion or disclaimer of opinion, nor was it qualified as to
uncertainty, audit scope, or accounting principles.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
Exhibit 16. Arthur Andersen LLP letters regarding Change In Certifying
Accountant.
ITEM 8. CHANGE IN FISCAL YEAR
On January 17, 1997, the Boards of Directors of Holdings and MVE adopted a
resolution to change the fiscal year of the corporations from the last day in
February to a calendar year. The change in fiscal year is effective for the
1996 fiscal year and will be used in the corporation's next report on Form 10-K
with respect to the fiscal year ended December 31, 1996.
SIGNATURES
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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.
Dated: January 24, 1997
MVE HOLDINGS, INC.
By: /s/ J. David O'Halloran
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J. David O'Halloran
President and Chief Executive Officer
MVE, INC.
By: /s/ J. David O'Halloran
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J. David O'Halloran
President and Chief Executive Officer
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EXHIBIT 16.1
January 24, 1997
Mr. Michael Sutton
Chief Accountant
Securities and Exchange Commission
450 Fifth Street NW
Washington, DC 20549
Dear Mr. Sutton:
We have read Item 4 included in the attached Form 8-K dated January 17, 1997 of
MVE Holdings, Inc. and MVE, Inc. to be filed with the Securities and Exchange
Commission and are in agreement with the statements contained therein.
Very truly yours,
/s/ Arthur Andersen LLP
Attachment
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EXHIBIT 16.2
January 24, 1997
Mr. J. David O'Halloran
President and Chief Executive Officer
MVE Holdings, Inc.
Two Appletree Square, Suite 100
8011 34th Avenue South
Bloomington, MN 55425-1636
Dear Mr. O'Halloran:
This is to confirm that the client-auditor relationship between MVE Holdings,
Inc. and MVE, Inc. and Arthur Andersen LLP has ceased.
Very truly yours,
/s/ Arthur Andersen LLP
Copy to:
Mr. Michael Sutton, Chief Accountant
Securities and Exchange Commission