SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934
Date of Report: April 17, 2002
(Date of earliest event reported)
HEIDRICK & STRUGGLES INTERNATIONAL, INC.
(Exact name of registrant as specified in the charter)
Delaware 000-25837 36-2681268
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
233 South Wacker Drive, Suite 4200
Chicago, Illinois 60606-6303
(Address of Principal Executive Offices)
312-496-1200
(Registrant's telephone number including area code)
n/a
(Former name or former address, if changed since last report)
Item 4. Changes in Registrant's Certifying Accountant
On April 17, 2002, the Board of Directors of Heidrick & Struggles
International, Inc. ("the Company") and its Audit Committee decided to dismiss
Arthur Andersen LLP ("Andersen") as the Company's independent public accountants
and engaged KPMG LLP ("KPMG") to serve as the Company's independent public
accountants for the fiscal year 2002.
Andersen's audit reports on the Company's consolidated financial statements
for each of the two most recent fiscal 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 Company's two most recent fiscal years ended December 31, 2001
and 2000 and through the date hereof, there were no disagreements with Andersen
on any matter of accounting principle or practice, financial statement
disclosure, or auditing scope or procedure which, if not resolved to Andersen's
satisfaction, would have caused them to make reference to the subject matter in
conjunction with their report on the Company's consolidated financial statements
for such years; and there were no reportable events as defined in Item 304(a)
(1) (v) of Regulation S-K.
The company provided Andersen with a copy of the foregoing disclosures.
Attached as Exhibit 16.1 is a copy of Andersen's letter, dated April 17, 2002
stating its agreement with such statements.
During the Company's two most recent fiscal years ended December 31, 2001
and 2000 and through the date hereof, the Company did not consult with KPMG 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 the Company'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 and Exhibits.
(c) Exhibits.
Exhibit Number Description
-------------- -----------
16.1 Letter from Arthur Andersen LLP to the Securities and Exchange
Commission dated April 17, 2002 regarding change in certifying
accountant.
SIGNATURE
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.
HEIDRICK & STRUGGLES INTERNATIONAL, INC.
/s/ Kevin J. Smith
-----------------------------------------
Kevin J. Smith, Chief Financial Officer
Dated: April 17, 2002