UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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) | November 14, 2004 | |
FAIR ISAAC CORPORATION
Delaware | 0-16439 | 94-1499887 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
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901 Marquette Avenue, Suite 3200 |
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Minneapolis, Minnesota |
55402-3232 | |||
(Address of principal executive offices) |
(Zip Code) | |||
Registrants telephone number, including area code |
612-758-5200 |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 4.01. Changes in Registrants Certifying Accountant.
On November 14, 2004, Fair Isaac Corporation (the Company) dismissed KPMG LLP (KPMG) as the Companys independent accountants and appointed Deloitte & Touche LLP (Deloitte & Touche) as the Companys new independent accountants. The Companys Audit Committee approved the dismissal of KPMG and the engagement of Deloitte & Touche as the Companys independent accountants at its meeting on November 14, 2004. KPMG will continue as the Companys independent accountants through the completion of its audit of the Companys consolidated financial statements as of and for the year ended September 30, 2004, and the issuance of their audit report thereon. This action effectively dismissed KPMG as the Companys independent accountants for the fiscal year that commenced on October 1, 2004.
The reports of KPMG on the Companys consolidated financial statements for the fiscal years ended September 30, 2003 and 2002, did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles, except that 1) the report on the Companys consolidated financial statements for the fiscal year ended September 30, 2003, made reference to the Companys change in its method of accounting for goodwill and 2) the report on the Companys consolidated financial statements for the fiscal year ended September 30, 2002, made reference to the Companys change in its method of accounting for business combinations and goodwill.
In connection with its audits of the Companys consolidated financial statements for the fiscal years ended September 30, 2003 and 2002, there were no disagreements with KPMG 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 KPMG, would have caused it to make reference thereto in its reports on the Companys consolidated financial statements as of and for the fiscal years ended September 30, 2003 and 2002.
For the fiscal year ended September 30, 2004 and through the date of this Form 8-K, there have been no disagreements with KPMG on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure.
None of the reportable events described in Item 304(a)(1)(v) of Regulation S-K occurred during the fiscal years ended September 30, 2003 and September 30, 2002, and through the date of this Form 8-K.
During the fiscal years ended September 30, 2003 and September 30, 2002, and through the date of this Form 8-K, the Company did not consult with Deloitte & Touche regarding any of the matters or events set forth in Item 304(a)(2)(i) and (ii) of Regulation S-K.
The Company has provided a copy of the above disclosures to KPMG. Attached as Exhibit 16.1 is a copy of KPMGs letter dated November 17, 2004.
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Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit No. |
Description |
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16.1
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Letter from KPMG LLP to the Securities and Exchange Commission dated November 17, 2004. |
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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.
FAIR ISAAC CORPORATION |
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By /s/ Charles M. Osborne | ||||
Charles M. Osborne | ||||
November 17, 2004 | Vice President and Chief Financial Officer Date: | |||
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