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
June 21, 2000
Date of Report
(Date of earliest event reported)
WORLD DIAGNOSTICS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 000-27627 65-0742342
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
15271 N.W. 60th AVENUE, MIAMI LAKES, FLORIDA 33014
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(Address of registrant's principal executive offices)
(305) 827-3304
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(Registrant's telephone number, including area code)
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Items 4. Changes in Registrant's Certifying Accountant.
On June 21, 2000, World Diagnostics, Inc. (the "Company") dismissed its
independent auditors, PricewaterhouseCoopers LLP, and retained Gerson, Preston &
Company, P.A. as the Company's new independent auditors. The decision to change
accountants was in connection with cost-cutting measures adopted by the Company
and not as a result of any disagreement between the Company and
PricewaterhouseCoopers LLP. The decision to dismiss PricewaterhouseCoopers was
made by the Chairman of the Board and President of the Company.
PricewaterhouseCoopers LLP has previously audited the Company's
consolidated financial statements for the fiscal years ended March 31, 1999 and
1998 ("Prior Fiscal Years"). Their reports on such consolidated financial
statements did not contain an adverse opinion or a disclaimer of opinion and
were not qualified or modified as to uncertainty, audit scope or accounting
principles, except for a modified opinion for the fiscal years ended March 31,
1999 and 1998 relating to the Company's ability to continue as a "going
concern."
During the Company's two (2) most recent fiscal years and any subsequent
interim period preceding the change in accountants, there were no disagreements
with the Company's former accountants 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 the former accountants,
would have caused them to make a reference to the subject matter of such
disagreements in connection with their reports.
During the Company's two (2) most recent fiscal years and any
subsequent interim period preceding the change in accountants, the Company's
accountants did not advise the Company that the internal controls necessary for
the Company to develop reliable financial statements did not exist.
During the Company's two (2) most recent fiscal years and any
subsequent interim period preceding the change in accountants, the Company's
accountants did not advise the Company that information had come to the
accountants' attention that led them to no longer be able to rely on
management's representations, or that made them unwilling to be associated with
the financial statements prepared by management.
During the Company's two (2) most recent fiscal years and any
subsequent interim period preceding the change in accountants, the Company's
accountants did not advise the Company of the need to expand significantly the
scope of their audit, or that information had come to the accountants' attention
during such period that if further investigated may (i) materially impact the
fairness or reliability of a previously issued audit report or the underlying
financial statements, or the financial statements issued or to be issued
covering the fiscal period subsequent to the date of the most recent financial
statements covered by an audit report (including information that may have
prevented them from rendering an unqualified audit report on those financial
statements), or (ii) caused them to be unwilling to rely on management's
representations or be associated with the Company's financial statements and,
due to the former accountants dismissal, or for any other reason, the
accountants did not so expand the scope of their audit or conduct such further
investigations.
During the Company's two (2) most recent fiscal years and any
subsequent interim period preceding the change in accountants, the Company's
accountants did not advise the Company that information had come to such
accountants' attention that they had concluded materially impacted the fairness
or reliability of a previously issued audit report or the underlying financial
statements, or the financial statements issued or to be issued covering a fiscal
period subsequent to the date of the most recent financial statements covered by
an audit report (including information that, unless resolved to the accountants'
satisfaction, would have prevented them from rendering an unqualified audit
report on those financial statements), and due to the former accountants'
dismissal, or for any other reason, the issue had not been resolved to the
accountants' satisfaction prior to their dismissal.
The Company's former accountants have been requested to furnish the
Company with a letter, addressed to the Commission, stating whether the
accountants agree or disagree with the statements made by the Company under this
item. The former accountants' letter shall be filed as an exhibit to this Form
8-K in accordance with paragraph (a)(3) of Item 304 or Regulation S-K when it is
received by the Company.
Prior to the engagement of the Company's new accountants, Gerson,
Preston & Company, P.A. on June 21, 2000, during the Company's two (2) most
recent fiscal years and during any subsequent interim period, neither the
Company nor anyone on its behalf has consulted the Company's newly engaged
accountants regarding either the application of accounting principles to a
specific transaction, whether completed or proposed, or the type of audit
opinion that might be rendered on the Company's financial statements, and
neither a written report or oral advice was provided to the Company that the new
accountants concluded was an important factor considered by the Company in
reaching a decision as to the accounting, auditing or financial reporting issue.
During such period, neither the Company nor anyone on its behalf consulted its
new accountants on any matter that was either the subject of a disagreement or a
reportable event as defined in Item 304 of Regulation S-K.
Item 7. Financial Statements, Pro Forma Financial Statements and Exhibits.
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(a) Not applicable.
(b) Not applicable.
(c) Exhibits.
16 Letter Regarding Change in Certifying Accountant. To be
filed by amendment.
SIGNATURE
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.
WORLD DIAGNOSTICS, INC.
By: /s/ Ken Peters
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Ken Peters
President
Date: June 27, 2000
