8-KFinancial EventsExhibits & Filings

CENTENE CORP 8-K Report, Auditor Change (Jun 8, 2005)

Filed June 8, 2005For Securities:CNC

Summary

Centene Corporation (CNC) filed a Form 8-K on June 8, 2005, to report a significant change in its independent auditor. The company announced the dismissal of PricewaterhouseCoopers LLP (PWC) and the engagement of KPMG LLP as its new independent registered public accounting firm, both effective June 8, 2005. This change was approved by Centene's audit committee and board of directors. Investors should note that the company stated there were no disagreements with PWC regarding accounting principles, financial statement disclosures, or auditing procedures during the past two fiscal years (2003-2004) or the subsequent interim period. PWC's audit reports for these periods were unqualified. This auditor change, while potentially raising questions, appears to be a routine transition without any reported accounting disputes, which is a positive signal for continued financial transparency.

Key Highlights

  • 1Centene Corporation has dismissed PricewaterhouseCoopers LLP (PWC) as its independent auditor, effective June 8, 2005.
  • 2KPMG LLP has been engaged as Centene's new independent registered public accounting firm, also effective June 8, 2005.
  • 3The decision to dismiss PWC and engage KPMG was approved by Centene's audit committee and board of directors.
  • 4The company explicitly stated there were no disagreements with PWC concerning accounting principles, financial statement disclosures, or auditing procedures in the past two fiscal years (2003-2004) and the subsequent interim period.
  • 5PWC's audit reports for fiscal years 2003 and 2004 were unqualified, meaning they did not contain adverse opinions, disclaimers, or modifications.
  • 6Centene has requested a letter from PWC to the SEC confirming the accuracy of the company's statements regarding the auditor transition.
  • 7A letter from PWC confirming these statements is filed as an exhibit to this Form 8-K.

Frequently Asked Questions

Centene Corporation changed its independent auditor by dismissing PricewaterhouseCoopers LLP and engaging KPMG LLP. This decision was made based on the recommendation of and approval by Centene's audit committee and board of directors. The filing does not specify a reason beyond this approval process, but explicitly states there were no disagreements with the former auditor.

No, the Form 8-K filing clearly states that Centene Corporation had no disagreements with PricewaterhouseCoopers LLP on any matter of accounting principle or practice, financial statement disclosure, or auditing scope or procedure during the fiscal years 2003 and 2004, and through June 8, 2005. PWC's audit reports for these periods were also unqualified.

For investors, this auditor change is important to note. However, the absence of reported disagreements or issues with the previous auditor (PWC) and the transition to a reputable firm like KPMG suggests a routine change rather than a red flag related to financial reporting concerns. Investors should review the accompanying letter from PWC as an exhibit for further assurance.

Both the dismissal of PricewaterhouseCoopers LLP and the engagement of KPMG LLP as Centene Corporation's new independent registered public accounting firm were effective on June 8, 2005.