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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): October 28, 1996
MEDICAL TECHNOLOGY SYSTEMS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-16594 59-2740462
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
12920 Automobile Boulevard, Clearwater, Florida 34622
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (813) 576-6311
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N/A
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(Former name or former address, if changed since last report)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(a) On October 23, 1996, the Board of Directors of the Registrant
approved the engagement of Grant Thornton LLP ("Grant Thornton") as its
independent auditors for the fiscal year ended March 31, 1997 to replace
Pender, Newkirk & Company ("Pender Newkirk") who were dismissed as auditors of
the Registrant effective October 23, 1996.
In connection with the audits of the Registrant's consolidated financial
statements of the fiscal years ended March 31, 1995 and 1996, and in the
subsequent interim period, there did not exist any disagreements between the
Registrant and Pender Newkirk on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or procedure
which, if not resolved to the satisfaction of Pender Newkirk, would have caused
Pender Newkirk to have referred to the subject matter of disagreement in its
report.
On June 20, 1996, Pender Newkirk issued its Independent Auditors' Report
relating to the Company's consolidated financial statements for the fiscal year
ended March 31, 1996. This report contained a paragraph indicating that
certain conditions raised substantial doubt as to the Company's ability to
continue as a going concern and that the Company's consolidated financial
statements had been prepared assuming that the Company would continue as a
going concern.
Prior to the engagement of Grant Thornton, no member of that firm was
consulted by the Registrant (i) for the purpose of obtaining a written report
or oral advice with regard to the application of accounting principles to a
specified transaction of the Registrant, either completed or proposed, (ii)
regarding an inquiry as to the type of audit opinion that may be rendered on
the Registrant's financial statements or (iii) regarding any matter that was
the subject of a disagreement with Pender Newkirk or which constituted a
reportable event pursuant to Item 304(a)(1)(v) of Regulation 8-K.
By letters dated October 25, 1996, copies of this Report on Form 8-K were
delivered to Pender Newkirk and to Grant Thornton for their comment. Pender
Newkirk's response is attached hereto as Exhibit 16(a) to this Report.
(b) The following are exhibits to this Report and are filed herewith:
Exhibit 16(a) Letter dated October 25, 1996, from Pender, Newkirk &
Company addressed to the Securities and Exchange
Commission stating its agreement with the contents
of this Current Report, dated October 25, 1996.
Page 2 of 3 Pages
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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.
MEDICAL TECHNOLOGY SYSTEMS, INC.
(Registrant)
By: /s/ MICHAEL P. CONROY
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Michael P. Conroy,
Chief Financial Officer
Date: October 28, 1996
Page 3 of 3 Pages
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EXHIBIT INDEX
MEDICAL TECHNOLOGY SYSTEMS, INC.
Current Report on Form 8-K
Dated October 28, 1996
<TABLE>
<CAPTION>
<S> <C>
EXHIBIT NO. DESCRIPTION
16(a) Letter dated October 25, 1996, from
Pender, Newkirk & Company addressed to the
Securities and Exchange Commission stating its
agreement with the contents of this Current
Report on Form 8-K.
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EXHIBIT 16(a)
[PNC CPA's LETTERHEAD]
October 25, 1996
Securities and Exchange Commission
Room 3200, Stop 3-11
450 5th Street NW
Washington, DC 20549
Gentlemen:
We have read Item 4 included in the attached Form 8-K dated October 25, 1996 of
Medical Technology Systems, Inc. and are in agreement with the statements
contained therein.
Sincerely,
/s/ Pender Newkirk & Company
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Pender Newkirk & Company, CPAs
