-----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, EPGTa3msLMPdIDIYziNV9NWjlXEvvE8mEokcn6Dki1eOPWmW1NrRkOUMlfWpFDod YINjeHyHrA/SJfDIUUO9Dg== 0001012870-02-001826.txt : 20020417 0001012870-02-001826.hdr.sgml : 20020417 ACCESSION NUMBER: 0001012870-02-001826 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020411 ITEM INFORMATION: Changes in registrant's certifying accountant ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020417 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NUANCE COMMUNICATIONS CENTRAL INDEX KEY: 0001102556 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 943208477 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-30203 FILM NUMBER: 02613680 BUSINESS ADDRESS: STREET 1: 1005 HAMILTON CT CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6508470000 MAIL ADDRESS: STREET 1: 1005 HAMILTON CT CITY: MENLO PARK STATE: CA ZIP: 94025 8-K 1 d8k.txt CURRENT REPORT ON FORM 8-K 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 April 11, 2002 - -------------------------------------------------------------------------------- (Date of earliest event reported) Nuance Communications, Inc. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 000-30203 94-3208477 - -------------------------------------------------------------------------------- (State or other (Commission File Number) (IRS Employee jurisdiction Identification No.) of incorporation) 1005 Hamilton Court Menlo Park, California 94025 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone, including area code: (650) 847-0000 - -------------------------------------------------------------------------------- (Former name and former address, if changed since last report) Item 4. Changes in Registrant's Certifying Accountant. On April 11, 2002, Nuance Communications, Inc. ("Nuance"), made a determination to no longer engage Arthur Andersen LLP ("Arthur Andersen") as its independent public accountants. Nuance's Board of Directors participated in and approved the decision to change principal accountants. On April 12, 2002, Nuance engaged Deloitte & Touche LLP to serve as its independent public accountants for the fiscal year ending December 31, 2002. Arthur Andersen's reports on Nuance's consolidated financial statements for each of 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 filing date of this Current Report on Form 8-K, there were no disagreements with Arthur Andersen on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure which, if not resolved to Arthur Andersen's satisfaction, would have caused it to make reference to the subject matter in connection with its report on Nuance's consolidated financial statements for such years; and there were no reportable events as specified in Item 304(a)(1)(v) of Regulation S-K. Nuance has provided Arthur Andersen with a copy of the foregoing disclosures. Attached as Exhibit 16.1 is a copy of Arthur Andersen's letter, dated April 15, 2002, stating its agreement with such statements. During the years ended December 31, 2001 and 2000 and until the engagement of Deloitte & Touche LLP, Nuance did not consult Deloitte & Touche LLP, 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 Nuance's consolidated financial statements, or any other matters or reportable events as 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. The exhibit listed below and in the accompanying Exhibit Index is filed as part of this Current Report on Form 8-K. EXHIBIT NO. TITLE - ----------- ----- 16.1 Letter from Arthur Andersen LLP to the Securities and Exchange Commission, dated April 15, 2002. 2 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. NUANCE COMMUNICATIONS, INC. (Registrant) Dated: April 17, 2002. By: /s/ William Dewes -------------------------------------- William Dewes Vice President and Chief Financial Officer 3 EXHIBIT INDEX EXHIBIT NO. TITLE - ----------- ----- 16.1 Letter from Arthur Andersen LLP to the Securities and Exchange Commission, dated April 15, 2002. EX-16.1 3 dex161.txt LETTER FROM ARTHUR ANDERSEN LLP Exhibit 16.1 Office of the Chief Accountant Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 April 15, 2002 Dear Sir/Madam: We have read the paragraphs of Item 4 included in the Form 8-K dated April 11, 2002 of Nuance Communications, 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 cc: Mr. William Dewes Vice President and Chief Financial Officer Nuance Communications, Inc. -----END PRIVACY-ENHANCED MESSAGE-----