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): April 3, 2002
Innovative Solutions and Support, Inc.
---------------------------------------
(Exact name of issuer as specified in charter)
PENNSYLVANIA 0-31157 23-2507402
(State or Other (Commission (I.R.S. Employer
Jurisdiction file Identification
of Incorporation or number) Number)
Organization)
720 Pennsylvania Drive
Exton, Pennsylvania 19341
(Address of principal executive offices)
(610) 646-9800
(Registrant's telephone number, including area code)
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
On April 3, 2002, Innovative Solutions and Support, Inc. (the "Company")
informed its independent accountants, Arthur Andersen LLP ("Andersen"), that
they would be dismissed effective as of April 3, 2002.
The reports of Andersen on the Company's financial statements for the years
ended September 30, 2000 and September 30, 2001, did not contain an adverse
opinion or a disclaimer of opinion and were not qualified or modified as to
uncertainty, audit scope or accounting principles. During its audits for the
fiscal years ended September 30, 2000 and September 30, 2001, and for the
subsequent interim period through the date of this Form 8-K, (i) there were no
disagreements with Andersen on any matter of accounting principles or practices,
financial statement disclosure or auditing scope or procedure, which
disagreements, if not resolved to Andersen's satisfaction, would have caused
Andersen to make reference to the subject matter of such disagreements in their
reports, and (ii) there have been no reportable events as defined in Item
304(a)(1)(v) of Regulation S-K.
The Company's Audit Committee and Board of Directors authorized the
dismissal of Andersen and directed management to interview the four remaining
national accounting firms and select one of them as the company's independent
auditor. The Company has completed these evaluations, has narrowed the
selection, and is waiting for the customary new-client acceptance procedures to
be completed. The Company will announce its final decision as soon as that
process is completed.
During the Company's two most recent fiscal years, and for the subsequent
interim period through the date of this Form 8-K, the Company did not consult
with the above firms regarding any of the items described in Item 304(a)(2) of
Regulation S-K.
Pursuant to Item 304(a)(3) of Regulation S-K, the Company has requested
Andersen to furnish it a letter addressed to the Securities and Exchange
Commission stating whether it agrees with the above statements. A copy of that
letter is filed as an Exhibit to this Form 8-K.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
Exhibit
16.1 Letter from Andersen to the Securities and Exchange Commission dated
April 10, 2002
Signatures
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.
Innovative Solutions and Support, Inc.
Date: April 10, 2002 By: /s/ James J. Reilly
------------------------------------
James J. Reilly
Chief Financial Officer
EXHIBIT INDEX
Exhibit
No. Description
------- -----------
16.1 Letter from Andersen to the Securities and Exchange
Commission dated April 10, 2002