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): April 5, 1999
OUTLOOK SPORTS TECHNOLOGY, INC.
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(Exact name of registrant as specified in its charter)
Delaware 000-25563 65-0648808
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
100 Grand Street, Suite 5A New York, NY 10013
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(Address of principal executive office) (Zip code)
Registrant's telephone number including area code: (212) 966-0400
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(Former name or former address, if changed since last report)
Exhibit Index on Page 4
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ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT.
Previous independent accountants
(i) On April 5, 1999 PricewaterhouseCoopers LLP resigned as the independent
accountants of Outlook Sports Technology, Inc. (the "Registrant").
(ii) The reports of PricewaterhouseCoopers LLP on the Registrant's
financial statements for the past two fiscal years contained no adverse opinion
or disclaimer of opinion and were not qualified or modified as to audit scope or
accounting principle; however, the report of PricewaterhouseCoopers LLP dated
June 9, 1998 on the financial statements of the Registrant as of and for the
periods ended January 31, 1998, contained a paragraph of emphasis indicating the
existence of certain factors which raised substantial doubt about the
Registrant's ability to continue as a going concern.
(iii) The Registrant's Board of Directors have been notified of the
resignation of the PricewaterhouseCoopers LLP as the independent accountants of
the Registrant.
(iv) In connection with its audits for the two most recent fiscal years and
for the period from February 1, 1998 through April 5, 1999, there have been no
disagreements with PricewaterhouseCoopers LLP on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure, which disagreements if not resolved to the satisfaction of
PricewaterhouseCoopers LLP, would have caused them to make reference thereto in
their report on the financial statements for such years.
(v) The Registrant has requested that PricewaterhouseCoopers LLP furnish it
with a letter addressed to the SEC stating whether or not it agrees with the
above statements. A copy of such letter, dated April 9, 1999, is filed as
Exhibit 16 to this Form 8-K.
New independent accountants:
Effective April 9, 1999, Registrant engaged Wolinetz, Gottlieb & Lafazan,
P.C. as its principal accountant. Such engagement was approved by the
Registrant's Board of Directors. During Registrant's two most recent fiscal
years and any subsequent interim period from February 1, 1998 through April 9,
1999, Registrant did not consult Wolinetz, Gottlieb & Lafazan, P.C., regarding
the application of accounting principals to a specified transaction, the type of
audit opinion that might be rendered on Registrant's financial statements or any
matter that was the subject of disagreement or a reportable event.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
c) Exhibits
16.1 Letter from PricewaterhouseCoopers LLP, to the SEC dated April 9,
1999.
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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 thereunto duly authorized.
OUTLOOK SPORTS TECHNOLOGY, INC.
Registrant
Date: April 9, 1999 By: /s/ Paul H. Berger
Paul H. Berger, CEO
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INDEX TO EXHIBITS
FORM 8-K
Exhibit
16.1 Letter from PricewaterhouseCoopers LLP, to the SEC dated April 9, 1999.
EXHIBIT 16.1
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
April 9, 1999
Ladies and Gentlemen:
Outlook Sports Technology, Inc.
We have read Item 4 of Outlook Sports Technology, Inc.'s Form 8-K dated
April 9, 1999 and are in agreement with the statements contained in paragraph
4(a) therein.
Very truly yours,
PricewaterhouseCoopers LLP
