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 29, 2002
STEPAN COMPANY
--------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
Delaware
--------------------------------------------------------------------------------
(State or Other Jurisdiction of Incorporation)
1-4462 36-1823834
---------------------- ----------------------------------
(Commission File Number) (I.R.S. Employer Identification No.)
Edens and Winnetka Road,
Northfield, Illinois 60093
-------------------------------------- --------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (847) 446-7500
--------------
Item 4. Changes in Registrant's Certifying Accountant.
On April 29, 2002, the Audit Committee and the Board of Directors of Stepan
Company (the "Company") decided to no longer engage Arthur Andersen LLP
("Andersen") as the Company's independent public accountants and engaged
Deloitte & Touche LLP ("Deloitte") to serve as the Company's independent public
accountants for the fiscal year 2002 effective May 16, 2002.
Andersen's reports on the Company's consolidated financial statements for
each of the years ended 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 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 connection 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 is a copy of Andersen's letter, dated April 29, 2002,
stating its agreement with such statements.
During the years ended December 31, 2001 and 2000 and through the date
hereof, the Company did not consult Deloitte 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 16 Letter from Arthur Andersen LLP Filed with
to the Securities and Exchange this document
Commission dated April 29, 2002
- 2 -
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.
STEPAN COMPANY
By: /s/ Kathleen M. Owens
------------------------------
Kathleen M. Owens
Assistant Secretary
Date: April 29, 2002
- 3 -
EXHIBIT INDEX
Exhibit
Number Description
------- -----------
16 Letter from Arthur Andersen LLP to the Securities and
Exchange Commission dated April 29, 2002
- 4 -