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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
DATE OF REPORT (Date of Earliest Event Reported): May 10, 2000 (March 31, 2000)
booktech.com, inc.
(Exact Name of Registrant as Specified in Charter)
Nevada 000-26903 88-0409153
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(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
42 Cummings Park, Woburn, MA 01801
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (781) 933-5400
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Item 4. Changes in Registrant's Certifying Accountant
On March 31, 2000, the management of booktech.com, inc., a Nevada
corporation (the "Company") dismissed Barry L. Friedman, P.C. ("Barry Friedman")
as its independent auditors. On March 31, 2000, the management of the Company
engaged Deloitte & Touche LLP as its independent auditors to audit its financial
statements for the fiscal year ending December 31, 2000. The decision to dismiss
Barry Friedman and to retain Deloitte & Touche LLP was approved by the Company's
Board of Directors.
The Company's change in independent auditors is a result of the merger
(the "Merger") of a wholly owned subsidiary of the Company into booktech.com,
inc, a Massachusetts corporation ("booktech Massachusetts"). Deloitte & Touche
LLP was formerly the independent auditor for booktech Massachusetts. Subsequent
to the Merger the Company has been carrying on the business formerly carried on
by booktech Massachusetts and accordingly appointed Deloitte & Touche LLP as its
independent auditor.
The report of Barry Friedman on the Company's financial statements for
the fiscal years ended December 31, 1998 and December 31, 1999 and subsequent
interim periods 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 except that the report for the fiscal years ended December 31, 1999
and December 31, 1998 contained doubt about the Company's ability to continue as
a going concern. From January 1, 1998 through May 10, 2000, there were no
disagreements between Barry Friedman and the Company 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 Barry
Friedman, would have caused it to make a reference to the subject matter of the
disagreement in connection with its reports on the Company's financial
statements.
The Company has furnished Barry Friedman with a copy of this report and
has requested it to furnish a letter addressed to the Securities and Exchange
Commission stating whether Barry Friedman agrees with the above statements. A
copy of this letter is attached as Exhibit 16.1 to this Form 8-K.
Prior to the Merger, booktech Massachusetts consulted with Deloitte &
Touche LLP regarding the application of accounting principles involved in the
Merger. Deloitte & Touche LLP also consulted with the Company regarding the
Company's 8-K as filed with the Securities and Exchange Commission April 4,
2000.
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Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) and (b) - Not Applicable
(c) Exhibits
16.1 Letter from Barry L. Friedman, P.C.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report on Form 8-K to be signed on its
behalf by the undersigned hereunto duly authorized.
booktech.com, inc.
Dated: May 10, 2000 By: /s/ Morris A. Shepard
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Morris A. Shepard
President and Chief Executive Officer
EXHIBIT INDEX
Exhibit Number Description
16.1 Letter from Barry L. Friedman, P.C.
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EXHIBIT 16.1
May 12, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Ladies/Gentlemen:
We have read Item 4 of Form 8-K dated May 10, 2000, of booktech.com,
inc. (the "Registrant") and are in agreement with the statements contained in
(i) the first sentence of the first paragraph in so far as it refers to us and
(ii) the third paragraph on page 2 therein. We have no basis to agree or
disagree with other statements of the Registrant contained therein.
Very truly yours,
/s/ Barry L. Friedman, P.C.