UNITED STATES
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): March 19, 2002
__________________
ANSYS, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 0-20853 04-3219960
(State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer
Incorporation or Organization) Identification No.)
275 Technology Drive, Canonsburg, PA 15317
(Address of Principal Executive Offices) (Zip Code)
(Registrant's Telephone Number, Including Area Code) (724) 746-3304
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Item 4. Changes in Registrant's Certifying Accountants
On March 19, 2002, the Registrant dismissed its independent accountants,
PricewaterhouseCoopers LLP, as the principal accountant to audit the
Registrant's financial statements. The dismissal of the independent accountants
of the Registrant was recommended by the Registrant's management following the
solicitation of bids to perform the Registrant's audit work and was approved by
the Audit Committee of the Registrant's Board of Directors.
During the two fiscal years ended December 31, 2001 and the subsequent
interim period through March 19, 2002, there were no disagreements with
PricewaterhouseCoopers 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 PricewaterhouseCoopers
LLP, would have caused it to make reference to the subject matter of the
disagreement in connection with its reports. Furthermore,
PricewaterhouseCoopers LLP's reports for the two most recently completed fiscal
years did not contain any adverse opinion or disclaimer of opinion nor were they
qualified or modified as to uncertainty, audit scope or accounting principles.
In addition, no events required to be reported pursuant to Item 304(a)(1)(v) of
Regulation S-K have occurred during the two most recently completed fiscal years
or subsequent interim period through March 19, 2002.
The Registrant requested that PricewaterhouseCoopers LLP furnish it with a
letter addressed to the Securities and Exchange Commission stating whether or
not it agrees with the statements made in this Form 8-K. A copy of this letter,
dated March 25, 2002, is filed as Exhibit 16 to this Form 8-K.
The Registrant approved the engagement of Deloitte & Touche LLP as its new
independent accountants on March 19, 2002. The engagement of Deloitte & Touche
LLP was recommended by the Registrant's management following the solicitation of
bids to perform the Registrant's audit work and was approved by the Audit
Committee of the Registrant's Board of Directors. There has been no
consultation during the past two years by the Registrant with Deloitte & Touche
LLP regarding the application of accounting principles or the type of audit
opinion that might be rendered on the Registrant's financial statements.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits.
Exhibit
Number Description
------- ------------------------------------------------------
16 Letter, dated March 25, 2002 to Securities and Exchange
Commission from PricewaterhouseCoopers LLP regarding change in
independent accountants.
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.
ANSYS, INC.
(Registrant)
Date: March 26, 2002 By: /s/ MARIA T. SHIELDS
----------------------
Maria T. Shields - Chief Financial
Officer, VP of Finance and
Administration
(Ms. Shields is the Principal
Financial and Accounting Officer
and has been duly authorized to
sign on behalf of the Registrant)