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) August 15, 2005
Natus Medical Incorporated
(Exact name of registrant as specified in its charter)
| Delaware | 000-33001 | 77-0154833 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
1501 Industrial Road, San Carlos, California 94070
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (650) 802-0400
Not applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| ITEM 4.01 | CHANGES IN REGISTRANT’S CERTIFYING ACCOUNTANT. |
On August 15, 2005, the Audit Committee of the Board of Directors of the Company dismissed BDO Seidman, LLP as the Company’s independent registered public accounting firm.
The reports of BDO Seidman, LLP on the Company’s consolidated financial statements for each of the years ended December 31, 2004 and 2003 did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principle.
During the years ended December 31, 2004 and 2003, and the subsequent interim period through August 15, 2005, there were no disagreements between the Company and BDO Seidman, LLP 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 BDO Seidman, LLP, would have caused them to make reference to the subject matter of the disagreement in connection with their reports on the financial statements of the Company for such years.
None of the reportable events described in Item 304(a)(1)(v) of Regulation S-K occurred during the years ended December 31, 2004 and 2003 or during the subsequent interim period through August 15, 2005.
The Company has provided BDO Seidman, LLP with a copy of the foregoing disclosures. Attached as Exhibit 16.1 is a letter from BDO Seidman, LLP, dated August 16, 2005, stating whether they agree or disagree with such statements.
The Company has identified new auditors and expects to appoint them within the next week, subject to the new independent registered public accounting firm completing their internal client acceptance process.
| ITEM 9.01. | FINANCIAL STATEMENTS AND EXHIBITS. |
| (c) | Exhibits. |
| Exhibit No. |
Description | |
| 16.1 | Letter from BDO Seidman, LLP to the Securities and Exchange Commission dated August 16, 2005. |
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.
| NATUS MEDICAL INCORPORATED | ||||||||
| Date: August 19, 2005 |
By: | /S/ STEVEN J. MURPHY | ||||||
| Steven J. Murphy Vice President, Finance | ||||||||
Index to Exhibits
| Exhibit No. |
Description | |
| 16.1 | Letter from BDO Seidman, LLP to the Securities and Exchange Commission dated August 16, 2005. |