ISOMET CORP
8-K, 1996-10-29
MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES
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<PAGE>
 
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC  20549



                                    FORM 8-K



                      REPORT UNDER SECTION 13 OR 15(d) OF
                      THE SECURITIES EXCHANGE ACT OF 1934



                       Date of Report:  October 29, 1996


                           Commission File No. 0-4671



                               ISOMET CORPORATION


                      State of Incorporation:  New Jersey


                   IRS Employer Identification No. 22-1591074


                    Address of Principal Executive Offices:
                              5263 Port Royal Road
                          Springfield, Virginia 22151

                  Registrant's Telephone Number:  703-321-8301



            Common Shares Outstanding on March 31, 1996:  1,905,590



Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceeding 12 months (or for such shorter period that the registrant was
required to file such reports) and (2) has been subject to such filing
requirements for the past ninety (90) days.

                               X    Yes         No
                            -------     ______
<PAGE>
 
                                    FORM 8-K



Item 1 -   CHANGES IN CONTROL OF REGISTRATION

           Not applicable.


Item 2 -   ACQUISITION OR DISPOSITION OF ASSETS

           Not applicable.


Item 3 -   BANKRUPTCY OR RECEIVERSHIP

           Not applicable.


Item 4 -  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT

 
     The Board of Directors of Isomet Corporation (the "Corporation") has
approved the selection of Aronson, Fetridge & Weigle to replace Pannell Kerr
Forster PC as the Corporation's independent accountants effective as of October
23, 1996.  Pannell Kerr Forster PC served as the Corporation's independent
accountants for all fiscal years since 1991.  Prior to 1991, from 1980, the
Corporation's independent accountants were Pannell Kerr Forster, a partnership.
This change in accountants will result in a significant decrease in the amount
of annual audit fees paid by the Corporation.

     The reports from Pannell Kerr Forster PC on the consolidated financial
statements of the Corporation for the past two years did not contain any adverse
opinion or disclaimer of opinion, nor were they qualified or modified as to
uncertainty, audit scope or accounting principles.  There have not been any
disagreements between the Corporation and Pannell Kerr Forster PC on any matter
of accounting principles or practices, consolidated financial statement
disclosure or audit scope or procedure.

     In addition to the economic benefits, the Board of Directors' decision to
engage Aronson, Fetridge & Weigle, is also influenced by the fact that Mr. Ed
Burnell, who was, for a number of years, responsible for the audits done by
Pannell Kerr Forster, a partnership, for the Corporation, is now with Aronson,
Fetridge & Weigle and will provide continuity of reporting for the Corporation.
The Corporation has not requested or obtained any advice from Aronson, Fetridge
& Weigle concerning any material accounting, auditing or financial reporting
issue regarding the application of accounting principles to a specified
transaction or the type of audit opinion that might be rendered on the
Corporation's consolidated financial statements.
<PAGE>
 
Item 5 -  OTHER EVENTS

          Not applicable.


Item 6 -  RESIGNATIONS OF REGISTRANT'S DIRECTORS

          Not applicable.


Item 7 -   FINANCIAL STATEMENTS AND EXHIBITS

           (c)  Exhibits
                (16) Letter on Change in Certifying Accountant


Item 8 -  CHANGE IN FISCAL YEAR

          Not applicable.
<PAGE>
 
     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.



ISOMET CORPORATION


By: _______________________    Dated: __________________, 1996

<PAGE>
 
                                                                      EXHIBIT 16


                            PANNELL KERR FORSTER PC
                             5845 Richmond Highway
                                   Suite 630
                             Alexandria, VA  22303

                            Telephone: 703-329-1952
                            Telefax:  703-329-1959


October 28, 1996



SECURITIES AND EXCHANGE COMMISSION
450 Fifth Street NW
Washington, DC  20549

To Whom It May Concern:

We have read the statements made by Isomet Corporation (copy attached), which we
understand will be filed with the Commission pursuant to Item 4 of Form 8-K as
part of the Company's Form 8-K report.  We agree with the statements concerning
our firm in such Form 8-K.

                                             Very truly yours,

                                             /s/ Michael F. Moore
 

                                             Michael F. Moore
                                             Director


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