U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 30, 1998
NUMEX CORPORATION
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-9459 06-1034587
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(State or Other Jurisdiction (Commisssion) (I.R.S. Employer
of Incorporation ) File No. Identification No.)
14115 S. Pontlavoy Ave., Santa Fe Springs, California 90670
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (562) 404-7176
Not applicable
(Former Name or Former Address, if Changed Since Last Report)
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Item 4. Changes in Registrant's Certifying Accountant
On May 5, 1998, Numex Corporation (the "Company") received a letter
dated April 30, 1998 (and postmarked May 4, 1998) from Singer, Lewak, Greenbaum
& Goldstein, LLP (the "Accountants") advising the Company that the Accountants
were resigning as of April 30, 1998 as the independent accountants for the
Company.
The opinion provided by the Accountants for the Company's financial
statements for the past two fiscal years have contained a qualification as to
the Company's ability to continue as a going concern, but have not contained any
other type of adverse opinion, disclaimer of opinion, or modification as to
uncertainty, audit scope or accounting principles.
In considering whether to renew its engagement as the Company's
independent auditors for the fiscal year ended March 31, 1998, the Accountants
requested that, if the Company sought to eliminate a liability from the
Company's financial statements because the Company had no legal or contractual
obligation to pay such liability, The Company obtain either a verification from
a party as to the Company's potential liability under the terms of a licensing
agreement as part of its auditing procedures or a legal opinion regarding such
potential liability. For business reasons unrelated to an audit, the Company
preferred not to request such a verification and sought to instead provide a
form of legal opinion which would satisfy the Accountants' auditing procedures
regarding the potential liability. The Company had engaged its corporate counsel
to prepare a form of opinion to address this issue. Discussions regarding the
form of opinion, and the potential elimination of the liability, were not
completed as of April 30, 1998.
A copy of a letter from the Company to the Accountants requesting that
the Accountants furnish a letter to the Securities and Exchange Commission
stating whether it agrees with the statements of the Company in this letter is
attached as an exhibit to this filing. The Company is in the process of
interviewing other accounting firms to serve as the Company's independent
accountants. Following the appointment of a new independent accountant, the
Company will file a Form 8-K with respect to such appointment.
Item 7. Financial Statements, Proforma Financial Information and Exhibits.
Exhibits
1. Letter Regarding Change in Certifying Accountant
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SIGNATURE
Pursuant to the requirements of Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
NUMEX CORPORATION
By /s/Jack I. Salzberg
President and Chairman of the Board
Dated: May 6, 1998
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Exhibit 1
(Numex Letterhead)
May 6, 1998
Marc I. Abrams, CPA
Singer Lewak, Greenbaum & Goldstein, LLP
10960 Wilshire Boulevard
Suite 1100
Los Angeles, California 90024
Re: Form 8-K
Dear Mr. Abrams:
Enclosed is a copy of the Form 8-K that Numex Corporation ("Company") filed
today with the Securities and Exchange Commission ("SEC") with respect to the
resignation of Singer, Lewak Greenbaum & Goldstein, LLP as the independent
accountants of the Company.
You are hereby requested to furnish a letter to the SEC and the Company
stating whether you agree with the statements made by the Company in the Form
8-K and, if not, stating the respects in which you do not agree. You are further
requested to furnish such letter to the Company within such time period as to
permit the Company to file a copy of such letter with the SEC within ten
business days of the date of this letter.
Should you have any questions regarding this request, please contact the
undersigned or Allan B. Duboff, Company counsel, immediately.
Very truly yours,
Numex Corporation
/s/ Jack I. Salzberg
Chief Executive Officer
