SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): June 26, 2000
INTERNET HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
UTAH 0-26888 13-3758042
(State or Other (Commission (IRS Employer
Jurisdiction) File Number) Identification
No.)
16 Curzon Street, Mayfair, London, United Kingdom W1Y 7FF
(Address of principal executive offices)
Registrant's telephone number, including area code: 011 44 207 409 1600
<PAGE>
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a) Previous independent accountants
(i) On June 26, 2000, the Company and its accountants, Callaghan
Nawrocki LLP, mutually agreed that Callaghan Nawrocki LLP would
terminate their relationship as the Company's auditors.
(ii) The reports of Callaghan Nawrocki LLP on the financial
statements for the past two years contained no adverse opinion
or disclaimer of opinion and were not qualified or modified as
to uncertainty, audit scope or accounting principles, except for
the report on the 1998 audited financial statement which
included a modification on the Company's ability to continue as
a going concern.
(iii) The Board Directors recommended and approved the decision to
change independent accountants.
(iv) In connection with its audits for the two most recent years and
through June 26, 2000, there have been no disagreements with
Callaghan Nawrocki LLP on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or
procedure that, if not resolved to the satisfaction of Callaghan
Nawrocki LLP, would require disclosure.
(v) During the two most recent fiscal years and through June 26,
2000, there have been no reportable events as defined in
Regulation S-B Item 304(a)(1)(iv).
(vi) On June 28, 2000, the Company provided a copy of this disclosure
to Callaghan Nawrocki LLP and requested that Callaghan Nawrocki
LLP provide a letter addressed to the Securities and Exchange
Commission stating whether or not it agrees with the above
statements. A copy of that letter dated June 30, 2000 is filed
as Exhibit 16 to this Form 8-K.
(b) New independent accountants
The Company engaged Arthur Andersen LLP as its independent accountants
to examine and report on the Company's financial statements at and for
the year ended December 31, 2000. This engagement will be presented
for stockholder ratification at the Company's 2000 Annual Meeting.
During the two most recent fiscal years and through June 26, 2000, the
Company has not consulted with Arthur Andersen LLP on items which (1)
were, or should have been, subject to SAS 50 or (2) concerned a
disagreement or reportable event with the former auditor as described
in Regulation S-B Item 304(a)(2).
<PAGE>
ITEM 7. FINANCIAL STATEMENTS, PRO-FORMA INFORMATION AND EXHIBITS.
(c) Exhibits
Number Description
16 Letter from Callaghan Nawrocki LLP regarding change in certifying
accountant dated June 30, 2000.
<PAGE>
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.
INTERNET HOLDINGS, INC.
June 30, 2000 By: /s/ Jason Forsyth
------------------
Jason Forsyth,
Chief Financial Officer
