-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GtkjfPHN3TgEirKUcz4A6Sdtw4qiYkUD5onZF2Ey/gPZQ2Nl+Q1f5IEwvs1aIV8J Jqi7WboDno82Q7qqfoTxag== 0000950116-02-001643.txt : 20020730 0000950116-02-001643.hdr.sgml : 20020730 20020730114616 ACCESSION NUMBER: 0000950116-02-001643 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020730 ITEM INFORMATION: Changes in registrant's certifying accountant ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020730 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNIVERSAL DISPLAY CORP \PA\ CENTRAL INDEX KEY: 0001005284 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER TERMINALS [3575] IRS NUMBER: 232372688 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12031 FILM NUMBER: 02714273 BUSINESS ADDRESS: STREET 1: THREE BALA PLAZA, SUITE 104E CITY: BALA CYNWYD STATE: PA ZIP: 19004 BUSINESS PHONE: 6106174010 MAIL ADDRESS: STREET 1: THREE BALA PLAZA EAST STREET 2: SUITE 104 CITY: BALA CYNWYD STATE: PA ZIP: 19004 8-K 1 eightk.txt EIGHTK.TXT 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): July 30, 2002 ------------- Universal Display Corporation ----------------------------------------------- (Exact Name of Registrant Specified in Charter) Pennsylvania 1-12031 23-2372688 ------------ ------- ---------- (State or Other (Commission File (I.R.S. Employer Jurisdiction of Number) Identification No.) Incorporation) 375 Phillips Boulevard Ewing, NJ 08618 - ---------------------------------------- ---------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (609) 671-0980 -------------- Item 4. Changes in Registrant's Certifying Accountant On July 30, 2002, Universal Display Corporation, a Pennsylvania corporation (the "Company"), upon recommendation of the Audit Committee of its Board of Directors, dismissed Arthur Andersen LLP ("Andersen") as the Company's independent public accountants, and engaged KPMG LLP ("KPMG") to serve as the Company's independent public accountants for 2002. Andersen's reports on the Company's consolidated financial statements for the years ended December 31, 2001 and 2000 did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles. During the years ended December 31, 2001 and 2000 and through the date of this Form 8-K, there were no disagreements with Andersen on any matter of accounting principle or practice, financial statement disclosure or auditing scope or procedure which, if not resolved to Andersen's satisfaction, would have caused Andersen to make reference to the subject matter in connection with its report on the Company's consolidated financial statements for such years. Additionally, there were no reportable events, as defined in Item 304(a)(1)(v) of Regulation S-K, during these periods. The Company provided Andersen with the foregoing disclosures and requested Andersen to furnish a letter addressed to the Securities and Exchange Commission stating whether it agrees with the above statements. While the Company has received no information from Andersen that Andersen has a basis for disagreement with such statements, the Company has been unable to obtain such a letter due to the fact that the personnel primarily responsible for the Company's account (including the engagement partner and manager) have left Andersen. During the years ended December 31, 2001 and 2000 and through the date hereof, the Company did not consult KPMG with respect to 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 consolidated financial statements, or any other matters or reportable events set forth in Items 304(a)(2)(i) and (ii) of Regulation S-K. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits. Exhibit Number Exhibit Title -------------- ------------- 99 Press release issued July 30, 2002. 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 hereunto duly authorized. UNIVERSAL DISPLAY CORPORATION By: /s/ Sidney D. Rosenblatt ------------------------------------------- Sidney D. Rosenblatt Executive Vice President, Chief Financial Officer, Treasurer and Secretary Dated: July 30, 2002 EXHIBIT INDEX Exhibit Number Exhibit Title -------------- ------------- 99 Press release issued July 30, 2002. EX-99 3 ex99.txt EX99.TXT UNIVERSAL DISPLAY CORPORATION PRESS RELEASE For: From: Universal Display Corporation Gregory FCA Communications For More Information Contact: For More Information Contact: Dean Ledger Investor contact: Kathy Keyser 800-599-4426 kathy@gregoryfca.com Media contact: Renee Rozniatoski renee@gregoryfca.com FOR IMMEDIATE RELEASE UNIVERSAL DISPLAY CORPORATION APPOINTS KPMG LLP AS INDEPENDENT ACCOUNTANTS Ewing, NJ, July 30, 2002 -- Universal Display Corporation (NASDAQ: PANL; PHLX: PNL) today announced that it has engaged KPMG LLP as its new independent accountants, effective immediately, and has dismissed Arthur Andersen LLP. This appointment follows a careful selection process involving the Audit Committee of the Board of Directors and Universal Display's management. About Universal Display Corporation Universal Display Corporation is a world leader in developing and commercializing innovative Organic Light Emitting Device (OLED) technologies. It is collaborating with a network of world class organizations to penetrate the electronic flat panel display market, including a long-standing relationship for innovative OLED research with Princeton University and the University of Southern California; a joint development agreement with Sony Corporation for OLED television monitors; a joint development agreement with Samsung SDI focusing on portable OLED devices; a strategic relationship for the commercialization and production of its proprietary high efficiency OLED materials with PPG Industries, Inc. of Pittsburgh, PA USA; and a partnership with AIXTRON AG of Aachen Germany for the development and production of the next generation of OLED production equipment using Universal Display Corporation's proprietary organic vapor phase deposition (OVPD) technology. Universal Display Corporation is located in the Princeton Crossroads Corporate Center, Ewing, N.J., minutes away from its research partner at Princeton University. Its 21,000 sq. ft. facility includes a pilot production line, as well as technology development and technology transfer facilities. The state-of-the-art facility has been designed to further technology development, technology transfer to manufacturing partners and work with customers to develop products to meet their needs for electronic flat panel displays. Visit Universal Display Corporation on the Web at http://www.universaldisplay.com # # # All statements in this news release that are not historical are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, subject to risks and uncertainties that could cause actual results to differ materially for Universal Display Corporation from those projected, including, but not limited to, statements regarding Universal Display Corporation's beliefs, expectations, hopes or intentions regarding the future. Universal Display Corporation expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in Universal Display Corporation's expectations with regard thereto or any change in events, conditions, or circumstances on which any such statements are based. It is important to note that actual outcomes and Universal Display Corporation's actual results could differ materially from those in such forward-looking statements. Factors that could cause actual results to differ materially include risks and uncertainties such as: uncertainties relating to developments and advances in display technologies, including OLED, TOLED, SOLED, PHOLED and FOLED technology; the expansion of applications for OLED technology; the success of UDC and its development partners in accomplishing technological advances; including, but not limited to, Organic Vapor Phase Deposition (OVPD) processes; the ability of Universal Display Corporation to enter into alliances with product manufacturers; product development, manufacturing, and marketing acceptance; uncertainties related to cost and pricing of Universal Display products; dependence on collaborative partners; and other competition, risks relating to intellectual property of others and the uncertainties of patent protection. These are discussed in periodic reports filed with the SEC, including the Company's annual report on Form 10-K for the year ended December 31, 2001 and quarterly report on Form 10-Q. Universal Display Corporation expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in Universal Display Corporation's expectations with regard thereto or any change in events, conditions, or circumstances on which any such statements are based. -----END PRIVACY-ENHANCED MESSAGE-----