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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
Date of Report (Date of earliest event reported): March 3, 2000
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PROFESSIONAL TRANSPORTATION GROUP LTD., INC.
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(Exact name of registrant
as specified in its charter)
Georgia 000-22571 58-1915632
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
1950 Spectrum Circle, Suite B-100, Marietta, Georgia 30067
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (678) 264-0400
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(Former name or former address, if changed since last report.)
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ITEM 4. CHANGES IN THE REGISTRANT'S CERTIFYING ACCOUNTANT.
On March 3, 2000, Arthur Andersen LLP ("AA") and Professional
Transportation Group Ltd., Inc. (the Company") mutually agreed to terminate
their relationship. AA had served as the Company's independent accountants for
the fiscal years ended December 31, 1996, 1997 and 1998. AA's report on the
Company's financial statements for the year ended December 31, 1998 contained an
opinion qualified as to uncertainty regarding the Company's ability to continue
as a going concern. The qualification was the result of losses the Company had
incurred during 1997 and 1998, its net working capital deficiency at December
31, 1998 and its line of credit maturing in full on May 31, 1999.
The Company is not aware of any "disagreement" or "reportable event" within
the meaning of Item 304 of Regulation S-K with AA during the fiscal years ended
December 31, 1997 and 1998 and from that date until February 22, 2000, on any
matter of accounting principles or practices, financial statement disclosure or
auditing scope or procedure.
The Company's management has fully advised the Audit Committee of the Board
of Directors of all of the above matters, and certain members of the Board of
Directors discussed the above matters with AA. However, neither the full Board
of Directors nor the full Audit Committee have discussed these matters with AA.
The Company has engaged Yohalem Gillman & Company LLP as its new
independent accountants for the fiscal year ended December 31, 1999. The Company
has authorized AA to respond fully to the inquiries of Yohalem Gillman & Company
LLP. In addition, the Company has provided a copy of this report to AA and has
requested that AA provide the Company with a letter addressed to the Commission,
as required by Item 304(a)(3) of Regulation S-K, which is filed as part of this
Form 8-K as Exhibit 16.1.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL SCHEDULES AND EXHIBITS.
(c) Exhibits.
16.1 Letter of Arthur Andersen LLP required by Item 304(a)(3) of
Regulation S-K.
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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.
PROFESSIONAL TRANSPORTATION GROUP
LTD., INC.
By: /s/ Dennis A. Bakal
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Dennis A. Bakal
Chief Executive Officer
Dated: March 3, 2000
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EXHIBIT INDEX
Exhibit
Number Exhibit Name
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16.1 Letter of Arthur Andersen LLP required by Item 304(a)(3).
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EXHIBIT 16.1
March 3, 2000
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
We have read Item 4 included in the attached Form 8-K dated February 22,
2000 of Professional Transportation Group Ltd., Inc. to be filed with the
Securities and Exchange Commission and are in agreement with the statements
contained therein.
Very truly yours
/s/ Arthur Andersen LLP
