SECURITIES AND EXCHANGE COMMISSION
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): May 31, 2000
Medical Management Systems, Inc.
(Exact Name of Registrant as specified in its Charter)
Colorado 0-29462 95-4121451
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
c/o Bookdigital.com, Inc., 65 Broadway - 5th Floor, New York, New York 10004
(Address of Principal Executive Offices) (Zip Code)
Registrant' telephone number, including area code: (212) 480-6380
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 31, 2000, the Company dismissed the firm of Hein & Associates, LLP
("HALLP") as the Company's independent auditors, effective immediately. The
Company then selected Simon Krowitz Bolin & Associates, P.A., 11300 Rockville
Pike - Suite 800, Rockville, Maryland 20852 ("SKBAPA") to act as the Company's
independent auditors for the fiscal year ending December 31, 2000. The foregoing
actions of the Company were ratified by the Board of Directors.
The reports of HALPP on the Company's financial statements for the years
ended December 31, 1998 and December 31, 1999 did not contain an adverse opinion
or a disclaimer of opinion, nor were they qualified or modified as to
uncertainty, audit scope or accounting principles, except that such reports
contained a "going concern" explanatory paragraph.
During the two years ended December 31, 1999, and during the subsequent
period from January 1, 2000 to May 31, 2000, there were no "Disagreements" (as
such term is defined under the Federal Securities laws) with HALLP 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 HALLP would have caused that firm to make reference to the
subject matter of the Disagreements in connection with their report.
During the two years ended December 31, 1999, and during the subsequent
period from January 1, 2000 to May 31, 2000, the Company was not (i) advised by
HALPP that the Company did not have internal controls necessary to develop
reliable financial statements; (ii) advised by HALLP that it was no longer able
to rely on management's representations or that it was unwilling to be
associated with financial statements prepared by management; (iii) advised by
HALLP of a need to expand the scope of its audit; or (iv) advised by HALLP that
information had come to its attention that materially impacted the fairness or
reliability of any audit report or financial statement issued or to be issued,
or caused them to be unwilling to rely on management's representations or be
associated with the Company's financial statements (collectively, "Reportable
Events").
During the two years ended December 31, 1999, and during the subsequent
period from January 1, 2000 to May 31, 2000, neither the Company, nor anyone on
its behalf, consulted SKBAPA on (i) the application of accounting principles to
a specified transaction, either completed or proposed; (ii) the type of audit
opinion that might be rendered on the Company's financial statements; or (iii)
any matter that was either the subject of Disagreement or a Reportable Event. A
letter from HALLP is attached as Exhibit 16.
ITEM 5. OTHER EVENTS.
As previously reported in its Form 10-QSB for the quarter ended March 31,
2000, the Company is engaged in an exchange offer (the "Exchange Offer") for the
shares of common stock of Bookdigital.com, Inc., a privately held Delaware
corporation ("Bookdigital"). The Exchange Offer was originally scheduled to be
concluded on May 31, 2000. However, the Company has
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extended Exchange Offer to June 30, 2000. As of May 31, 2000, the holders of
10,968,300 of Bookdigital's 11,234,200 outstanding shares of common stock
tendered their Bookdigital Shares for exchange. In such connection, the Company
will issue an aggregate of approximately 3,414,761 shares of its common stock to
holders of Bookdigital and its shares outstanding will increase from 263,256
shares to approximately 3,678,017 shares.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) EXHIBITS
16. Letter from KPMG as of February 5, 1997. None
(b) Financial Statements. None
(c) Pro Forma Financial Information. None
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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 thereunto duly authorized.
MEDICAL MANAGEMENT SYSTEMS, INC.
By: /s/ Ray Vahab
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Ray Vahab,
Chief Executive Officer
Dated: June 2, 2000
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