-----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, JhG3mzpHundpG6poZhV9wcRtSadZ2wkC9IBljKcom4rHhhsoTQshewAmW54gCaJW 32ZRpjNz21UgOfgtCNSLRA== 0000928385-02-002178.txt : 20020529 0000928385-02-002178.hdr.sgml : 20020529 20020529172116 ACCESSION NUMBER: 0000928385-02-002178 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020528 ITEM INFORMATION: Changes in registrant's certifying accountant ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020529 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DANAHER CORP /DE/ CENTRAL INDEX KEY: 0000313616 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL [3823] IRS NUMBER: 591995548 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08089 FILM NUMBER: 02665168 BUSINESS ADDRESS: STREET 1: 1250 24TH ST NW STREET 2: SUITE 800 CITY: WASHINGTON STATE: DC ZIP: 20037 BUSINESS PHONE: 2028280850 MAIL ADDRESS: STREET 1: 1250 24TH STREET NW STREET 2: SUITE 800 CITY: WASHINGTON STATE: DC ZIP: 20037 FORMER COMPANY: FORMER CONFORMED NAME: DMG INC DATE OF NAME CHANGE: 19850221 8-K 1 d8k.txt CURRENT REPORT ================================================================================ 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): May 28, 2002 DANAHER CORPORATION (Exact name of registrant as specified in charter) - ---------------------------------------- -------------------------------------- -------------------------------------- Delaware 001-08089 59-1995548 (State or other jurisdiction of (Commission File Number) (IRS Employer Identification No.) incorporation) - ---------------------------------------- -------------------------------------- --------------------------------------
2099 Pennsylvania Avenue, N.W. Washington, D.C. 20006-1813 (Address of Principal Executive Offices and Zip Code) (202) 828-0850 (Registrant's telephone Number, including area code) Not applicable (Former name or former address, if changed since last report) ================================================================================ ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT On May 28, 2002, Danaher Corporation, a Delaware corporation (the "Company"), dismissed Arthur Andersen LLP as its independent accountant and determined to engage Ernst & Young LLP as its new independent accountant. The change in independent accountants became effective May 28, 2002. The decision to dismiss Arthur Andersen and to engage Ernst & Young was recommended by the Company's Audit Committee and approved by the Company's Board of Directors. Arthur Andersen's reports on the Company's financial statements did not, in either of the past two fiscal years, contain an adverse opinion or a disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles. During the Company's two most recent fiscal years and the subsequent interim period between December 31, 2001 and May 28, 2002, there were no "reportable events" (as defined in Item 304(a)(1)(v) of Regulation S-K promulgated by the Securities and Exchange Commission ("SEC")). During the Company's two most recent fiscal years and the subsequent interim period between December 31, 2001 and May 28, 2002, there were no disagreements with Arthur Andersen on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of such accountant, would have caused it to make reference to the subject matter of the disagreement in connection with its report. The Company provided Arthur Andersen with a copy of the foregoing disclosures in advance of the day that these disclosures were filed by the Company with the SEC. Attached as Exhibit 16.1 to this Current Report on Form 8-K is a copy of Arthur Andersen's letter, dated May 29, 2002, stating its agreement with such statements. During the Company's two most recent fiscal years and the subsequent interim period between December 31, 2001 and May 28, 2002, the Company did not consult with Ernst & Young LLP regarding any of the matters or events described in Item 304(a)(2)(i) or (ii) of Regulation S-K. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits Exhibit No. Description - ----------- ----------- 16.1 Letter of Arthur Andersen LLP regarding change in certifying accountant 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. DANAHER CORPORATION By: /s/ Patrick W. Allender --------------------------------------- Name: Patrick W. Allender Title: Executive Vice President, Chief Financial Officer and Secretary Dated: May 29, 2002 Exhibit Index ------------- Exhibit No. Description - ----------- ----------- 16.1 Letter of Arthur Andersen LLP regarding change in certifying accountant EX-16.1 3 dex161.txt EXHIBIT 16.1 Office of the Chief Accountant Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 May 29, 2002 Dear Sir/Madam, We have read Item 4 included in the Form 8-K dated May 29, 2002 of Danaher Corporation 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 - ----------------------- Arthur Andersen LLP cc: Mr. Patrick W. Allender, Chief Financial Officer, Danaher Corporation -----END PRIVACY-ENHANCED MESSAGE-----