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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: OCTOBER 4, 2000
MEDIS TECHNOLOGIES LTD.
(Exact name of Registrant as specified in its charter)
DELAWARE 0-30391 13-3669062
(State of incorporation) (Commission File No.) (IRS Employer
Identification No.)
805 THIRD AVENUE
NEW YORK, NEW YORK 10022
(Address of principal executive offices)
Registrant's telephone number: (212) 935-8484
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On October 4, 2000, Registrant dismissed Grant Thornton LLP (the
"Former Auditor") as Registrant's independent auditor.
The Former Auditor's report on the Registrant's financial statements
for the two years ended December 31, 1999 (the "Prior Fiscal Period") contained
no adverse opinion and no disclaimer of opinion, nor was such report qualified
or modified as to uncertainty, audit scope, or accounting principles.
Registrant's dismissal of the Former Auditor was approved by
Registrant's Board of Directors.
There were no disagreements between Registrant and the Former Auditor
on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure ("Disagreements") during either (i)
the Prior Fiscal Period or (ii) the period January 1, 2000 through October 4,
2000 (the "Interim Period"), which Disagreements, if not resolved to the
satisfaction of the Former Auditor, would have caused the Former Auditor to make
reference to the subject matter of the Disagreement in connection with its
report for the Prior Fiscal Period.
The Former Auditor has expressed no Disagreement or difference of
opinion regarding any of the kinds of events defined as "reportable events" in
Item 304(a)(1)(v) of Regulation S-K ("Reportable Events").
The Registrant has engaged the firm of Arthur Andersen LLP, Independent
Public Accountants (the "New Auditor"), as its independent auditor for
Registrant's fiscal year ending December 31, 2000. Registrant did not consult
the New Auditor with respect to either the Prior Fiscal Period or the Interim
Period as regards (i) either the application of accounting principles to a
specified transaction, either completed or proposed, or the type of audit
opinion that might be rendered on Registrant's financial statements or (ii) any
matter that was either the subject of a Disagreement or a Reportable Event.
The Registrant has authorized and requested the Former Auditor to
respond fully to the inquiries of the New Auditor.
The Registrant has provided the Former Auditor with a copy of the
disclosures it is making herein in response to Item 304(a) of Regulation S-K.
The Registrant has requested that the Former Auditor furnish the Registrant with
a letter addressed to the Commission stating whether it agrees with the
statements made by the Registrant. The Registrant has annexed such letter hereto
as Exhibit 16.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
Exhibits.
EXHIBIT NUMBER DESCRIPTION OF EXHIBIT
16 Letter from Grant Thornton LLP to the Securities & Exchange
Commission, dated October 5, 2000.
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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.
Dated: October 6, 2000
MEDIS TECHNOLOGIES LTD.
By: /s/ ROBERT K. LIFTON
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Name: Robert K. Lifton
Title: Chairman and Chief Executive Officer
