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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): April 15, 1999
NUMEX CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 0-9459 06-1034587
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification Number)
433 North Camden Drive, Fourth Floor, Suite 216,
Beverly Hills, California 90210
(Address of principal executive offices)
Registrant's telephone number, including area code: (310) 966-2189
Not applicable
(Former name or former address, if changed since last report)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Effective April 15, 1999, Numex Corporation, a Delaware corporation (the
"Company"), dismissed Stonefield Josephson, Inc. ("Stonefield"), Santa Monica,
California, as the Company's independent accountants, and engaged BDO Seidman
LLP ("Seidman) as the Company's new independent accountants. The dismissal of
Stonefield and the retention of Seidman were approved by the Company's Board of
Directors.
Prior to the engagement of Seidman, neither the Company nor anyone on its
behalf consulted with such firm regarding the application of accounting
principles to a specified transaction, either completed or uncompleted, or type
of audit opinion that might be rendered on the Company's financial statements.
Stonefield audited the Company's financial statements for the year ended
March 31, 1998. Stonefield's report for such period did not contain an
adverse opinion or a disclaimer of opinion, nor was the report qualified or
modified as to uncertainty, audit scope or accounting principles except as to
the Company's ability to continue as a going concern.
During the period from April 1, 1998 to April 15, 1999 and the year
ended March 31, 1998, there were no disagreements with Stonefield 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 Stonefield, would have caused such firm to make reference to
the subject matter of the disagreements in connection with its reports on the
Company's financial statements. In addition, there were no such events as
described under Item 304(a)(1)(IV)(B) of Regulation S-B during the fiscal
year ended March 31, 1998 and the subsequent interim periods through April
15, 1999.
The Company has provided Stonefield with a copy of the disclosures
contained herein, and has requested that it furnish the Company with a letter
addressed to the Securities and Exchange Commission stating whether it agrees
with the statements made by the Company in response to Item 304(a) regarding its
involvement with the Company as independent accountants and, if not, stating the
respects in which it does not agree. A copy of Stonefield's letter is attached
as an exhibit to this Current Report on Form 8-K.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND RESULTS
c. Exhibits:
EXHIBIT
NUMBER DESCRIPTION
16.1 Letter from Stonefield Josephson, Inc. addressed to the
Securities and Exchange Commission
2
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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.
NUMEX CORPORATION
(Registrant)
Date: April 19, 1999 By: /s/ Jeffrey A. Stern
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Jeffrey A. Stern
President and Chief Executive Officer
INDEX TO EXHIBITS
3
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EXHIBIT
NUMBER DESCRIPTION
16.1 Letter from Stonefield Josephson, Inc.
addressed to the Securities and
Exchange Commission
4
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EXHIBIT 16.1
Securities and Exchange Commission
Washington D.C. 20549
Dear Sir/Madam:
We have read Item 4 of Form 8-K of Numex Corporation dated April 15, 1999, and
agree with the statements made therein.
/s/ Stonefield Josephson, Inc.
Santa Monica, California
April 19, 1999
5
