UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (date of earliest event reported): November 2, 2003
Commission File No. 0-11178
UTAH MEDICAL PRODUCTS, INC.
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(Exact name of Registrant as specified in its charter)
UTAH 87-0342734
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
7043 South 300 West
Midvale, Utah 84047
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Address of principal executive offices
Registrant's telephone number: (801) 566-1200
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
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On November 2, 2003, the Audit Committee of the Board of Directors of Utah
Medical Products, Inc. ("UTMD" or "the Company") decided to engage Jones Simkins
LLP, Logan, Utah as independent accountant and auditor to report on UTMD's
financial statements for the year ended December 31, 2003, and to do the
quarterly reviews in 2004.
In conjunction with the new engagement, UTMD will discontinue the services
of Tanner + Co., Salt Lake City, Utah as the Company's principal accountant to
audit and report on the Company's financial statements. Tanner + Co. has served
UTMD well for the last six years. Under SEC Regulation S-K, Reg.ss.229.304, the
reason for the auditor change is dismissal, not resignation nor declining to
stand for re-election.
The report of Tanner + Co. on UTMD's financial statements consisting of
consolidated balance sheets as of December 31, 2002 and 2001, and the related
consolidated statements of income, stockholders' equity, and cash flows for each
of the three years in the period ended December 31, 2002, did not contain an
adverse opinion or disclaimer of opinion and was not qualified or modified as to
audit scope or accounting principles. In addition to acting as UTMD's principal
accountant, Tanner + Co. has prepared UTMD's tax filings for the past nine years
and its quarterly reviews since such reviews have been required by SEC policies.
Russell Brennan Keane, Athlone, Ireland has audited UTMD's Ireland subsidiary,
Utah Medical Products Ltd., for the past five years.
In connection with the Company's two most recent fiscal year audits and
any subsequent interim period preceding the disengagement of Tanner + Co., there
were no disagreements with Tanner + Co. or reportable events on any matter of
accounting principles or practices, financial statement disclosure, or auditing
scope or procedure, which disagreement, if not resolved to the satisfaction of
the former accountant, would have caused it to make reference to the subject
matter of the disagreement in connection with its report. In connection with its
audit of UTMD's 2002 financial statements, Tanner + Co. noted no matters
involving the internal control structure and operations that they considered to
be material weaknesses.
UTMD has provided Tanner + Co. with a copy of the foregoing disclosure. A
letter addressed to the SEC by Tanner + Co. stating that the former audit firm
agrees with the above statements made by the Company is attached as an exhibit.
The Audit Committee, comprised of UTMD's outside directors, believes a
change in auditors will be beneficial to executing its oversight
responsibilities by providing a fresh look. The Audit Committee believes Jones
Simkins has a staff and partners well suited to serve the needs of UTMD.
No consultations occurred between UTMD and Jones Simkins during the two
most recent fiscal years and any subsequent interim period prior to Jones
Simkins' appointment regarding either (I) the application of accounting
principles to a specific completed or contemplated transaction, the type of
audit opinion that might be rendered on UTMD's financial statements, or other
information provided that was considered by the Company in reaching a decision
as to an accounting, auditing, or financial reporting issue, or (ii) any matter
that was the subject of disagreement or a reportable event requiring disclosure
under Item 304(a)(1)(v) of Regulation S-K.
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ITEM 7. EXHIBITS
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c) Exhibits
SEC
Exhibit # Reference # Title of Document
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1 16 Letter from Tanner + Co., dated November 5, 2003,
to the Securities & Exchange Commission regarding
Utah Medical Products, Inc.'s change in
certifying accountant.
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SIGNATURES
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Pursuant to the requirements of the Securities Exchanges Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
UTAH MEDICAL PRODUCTS, INC.
REGISTRANT
Date: 11/7/03 By: \s\ Kevin L. Cornwell
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Kevin L. Cornwell
CEO
Date: 11/7/03 By: \s\ Greg A. LeClaire
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Greg A. LeClaire
CFO
Exhibit 1
November 5, 2003
Securities & Exchange Commission
Washington D.C. 20549
Ladies and Gentlemen:
We were previously the independent auditors of Utah Medical Products, Inc. and,
under the date of January 21, 2003, we reported on the consolidated balance
sheet of Utah Medical Products, Inc. as of December 31, 2002, and the related
consolidated statements of income and other comprehensive income, stockholders'
equity, and cash flows for the year then ended. On November 2, 2003 we were
dismissed as the independent auditors of Utah Medical Products, Inc. We have
read Utah Medical Products, Inc.'s statements included under Item 4 of its Form
8-K dated November 2, 2003, and we agree with such statements, except that we
are not in a position to agree or disagree with Utah Medical Products, Inc.'s
statements related to the engagement of Jones Simkins LLP as principal
accountants.
Very truly yours,
/s/ TANNER + CO.
TANNER + CO.