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UNITED STATES
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
September 20, 1999
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Date of Report (Date of earliest event reported)
NHANCEMENT TECHNOLOGIES INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-21999 84-1360852
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
6663 Owens Drive
Pleasanton, CA 94588
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Address of principal executive offices, including zip code)
(925) 251-3333
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(Registrant's telephone number, including area code)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
As previously reported by NHancement Technologies Inc. (the
"Registrant"), on June 22, 1998, the Registrant purchased one hundred percent
(100%) of the shares of Infotel Technologies (Pte) Ltd ("Infotel"), a company
organized under the laws of Singapore. As a result of the acquisition,
Infotel became a wholly-owned subsidiary of NHancement.
On September 20, 1999, the Registrant replaced Ernst & Young ("Ernst &
Young"), the independent accountants responsible for auditing the financial
statements of Infotel, with BDO International, a foreign affiliate of the
Registrant's principal accountants (BDO Seidman LLP), to audit Infotel's
financial statements. Infotel is a significant subsidiary of the Registrant.
The Registrant believes that for the fiscal year ended September 30,
1998, the Registrant and Ernst & Young did not have any disagreement on any
matter of accounting principles or practices, financial statement disclosure
or auditing scope or procedure, which disagreement, if not resolved to the
satisfaction of Ernst & Young would have caused it to make reference in
connection with its report on Infotel's financial statements to the subject
matter of the disagreement.
The decision to change accountants was recommended and approved by the
Audit Committee of the Board of Directors of the Registrant.
The report of Ernst & Young on Infotel's financial statements for the
fiscal year ended September 30, 1998 did not contain an adverse opinion or a
disclaimer of opinion, and was not qualified or modified as to uncertainty,
audit scope or accounting principles. During that period, there were no
"reportable events" within the meaning of Item 304(a)(1)(v) of Regulation
S-K.
During the Registrant's two most recent fiscal years and any subsequent
interim period prior to BDO International's engagement as accountants to
Infotel, the Registrant did not consult BDO International regarding the
application of accounting principles to a specified transaction, either
completed or proposed, or the type of audit opinion that might be rendered on
Infotel's financial statements.
The Registrant has requested that Ernst & Young furnish a letter
addressed to the Securities and Exchange Commission stating whether Ernst &
Young agrees with the above statements. A copy of that letter will be filed
with the Securities and Exchange Commission promptly following receipt.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
NHancement Technologies Inc.
Date: December 23, 1999 By: /s/ Douglas S. Zorn
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Douglas S. Zorn, President and
Chief Executive Officer
