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 (Date of earliest event reported): June 25, 1996
Porta Systems Corp.
(Exact name of Registrant as Specified in its Charter)
Delaware 1-8191 11-2203988
(State or other jurisdiction (Commission (IRS Employer
of incorporation File No.) Identification No.)
575 Underhill Boulevard, Syosset, New York 11791
(Address of Principal Executive Office)
Registrant's telephone number, including area code: (516) 364-9300.
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Item 5. Other Events.
Filed as an exhibit to this Report on Form 8-K is a copy of the
Registrant's press release relating to its reaudit of its financial statements
for the year ended December 31, 1995.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
99.1. Press Release dated June 25, 1996.
<PAGE>
SIGNATURE
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.
PORTA SYSTEMS CORP.
Warren H. Esanu
Date: June 27, 1996 Warren H. Esanu
Chairman of the Board
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News Release PORTA SYSTEMS CORP.
FOR IMMEDIATE RELEASE
For Further Information Contact:
Mr. Edward B. Kornfeld
Chief Financial Officer
Porta Systems Corp.
(516) 364-9300
PORTA SYSTEMS CORP.
Syosset, NY (June 25, 1996). Porta Systems Corp. (ASE-PSI) announced today
that it has been advised by the staff of the Securities and Exchange Commission
(SEC) that it is the SEC staff's position that the independence of the Company's
current auditors, KPMG Peat Marwick L.L.P., is adversely impacted by certain
relationships involving the auditors and KPMG BayMark Strategies LLC, and Mr.
Edward R. Olson, the President of KPMG BayMark Strategies who is also serving as
the Company's interim president and chief operating officer.
The only question raised by the staff concerns the independence of the
auditors in connection with the Company's 1995 financial statements. The Company
has been advised by KPMG Peat Marwick that the accounting firm disagrees with
the staff's position on the independence issue. The SEC staff has not made any
claim that the Company acted improperly in preparing its 1995 financial
statements. Under the circumstances, the Company is arranging to have its 1995
financial statements reaudited by another nationally recognized accounting firm.
Porta Systems does not believe that such reaudit will result in any change from
the 1995 financial statements previously filed in the Company's Form 10-K Annual
Report.
As previously reported, and unrelated to the KPMG Peat Marwick matter, the
Company does not presently satisfy all of the American Stock Exchange's
financial guidelines for the continued listing of its common stock. In the event
that this situation is not remedied, there can be no assurance that the listing
of its common stock will continue.
Porta Systems designs, manufactures, markets and supports communications
equipment used in telecommunications, voice, video and data networks worldwide.
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