SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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 13, 2002
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NATIONWIDE HEALTH PROPERTIES, INC.
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(Exact Name of Registrant as Specified in Its Charter)
Maryland 1-9028 95-3997619
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(State or Other (Commission File (IRS Employer
Jurisdiction of Number) Identification
Incorporation) No.)
610 Newport Center Drive, Suite 1150, Newport Beach, California 92660-6429
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(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (949) 718-4400
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Not Applicable
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(Form Name or Former Address, if Changed Since Last Report)
Item 4. Changes in Registrant's Certifying Accountant.
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On March 13, 2002, the Board of Directors of Nationwide Health Properties, Inc.
(the "Company") and its Audit Committee decided to no longer engage Arthur
Andersen LLP ("Arthur Andersen") as the Company's independent public accountants
and engaged Ernst & Young LLP ("Ernst & Young") to serve as the Company's
independent public accountants for the calendar year 2002.
Arthur 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 Arthur Andersen on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure which, if not resolved to Arthur Andersen's satisfaction, would have
caused Arthur Andersen to make reference to the subject matter in connection
with its 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 Arthur Andersen with a copy of the foregoing disclosures.
Attached as Exhibit 16 is a copy of Arthur Andersen's letter, dated March 14,
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 Ernst & Young 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.
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(c) Exhibits
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Exhibit C Letter from Arthur Andersen LLP to the Securities and Exchange
Commission dated March 14, 2002 filed with this document.
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.
NATIONWIDE HEALTH PROPERTIES, INC.
Date: March 15, 2002 By: /s/ Mark L. Desmond
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Name: Mark L. Desmond
Title: Senior Vice President and
Chief Financial Officer
EXHIBIT INDEX
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Exhibit
Number Description
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16 Letter from Arthur Andersen
LLP to the Securities and
Exchange Commission dated
March 14, 2002