INNOVUS CORP
8-K, 1998-06-08
BLANK CHECKS
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                       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



                                  June 1, 1998
                                  ------------
                Date of Report (Date of earliest event reported)



                               INNOVUS CORPORATION
                               -------------------
             (Exact name of Registrant as specified in its charter)




           Delaware                  0-26790                87-0461856
           --------                  -------                ----------
       (State or other      (Commission File Number)       (IRS Employer
       jurisdiction of                                    Identification
        Incorporation)                                         No.)


                                4600 Campus Drive
                             Newport Beach, CA 92660
                             -----------------------
                    (Address of principal executive offices)
                                   (Zip Code)



                                 (801) 474-9228
                                 --------------
              (Registrant's telephone number, including area code)



                                      - 1 -
<PAGE>

Item  4.     Changes  in and  Disagreements  With  Accountants  on  Accounting
             and Financial Disclosure.

On June 1, 1998,  the  Company's  Board of  Directors  elected to retain  Hansen
Barnett & Maxwell, a professional corporation ("HBM") as its independent auditor
and to dismiss Grant Thornton LLP ("Grant").  Heretofore  Grant had acted as the
Company's  independent  auditor. The decision to change auditors was recommended
by the Company's Board of Directors.

The reports of Grant on the financial  statements of the Company for each of the
two fiscal  years in the period ended  December  31,  1996,  did not contain any
adverse  opinion or  disclaimer of opinion and were not qualified or modified as
to uncertainty, audit scope or accounting principles. The reports state that the
financial  statements were prepared on the basis of the Company  continuing as a
going concern, but that there were substantial doubt about the Company's ability
to continue  as a going  concern.  Grant had not issued an audit  report for the
year ended December 31, 1997.

During the  Company's two most recent  fiscal years and all  subsequent  interim
periods preceding such change in auditors,  there was no disagreement with Grant
on any  matter  of  accounting  principles  or  practices,  financial  statement
disclosure,  or  auditing  scope or  procedure,  which,  if not  resolved to the
satisfaction of the former accountant,  would have caused it to make a reference
to the subject matter of the  disagreements  in connection with its report;  nor
has Grant ever presented a written report, or otherwise  communicated in writing
to the Company or its Board of Directors the existence of any  "disagreement" or
"reportable event" within the meaning of Item 304 of Regulation S-K.

The  Company  has  authorized  Grant to respond  fully to the  inquiries  of the
Company's successor  accountant and has requested that Grant provide the Company
with a letter addressed to the SEC, as required by Item 304(a)(3) of Regulations
S-K, so that the Company can file such letter with the SEC.

HBM had audited the  Company's  financial  statements  for the three years ended
December 31, 1994.

Item 7.      Financial Statements, Pro Forma Financial Information and Exhibits.

     c.  Exhibits.

   Number                         Description

    16            Letter re change in certifying accountant


                                      - 2 -
<PAGE>


                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company
has duly  caused  this  report  to be signed  on its  behalf by the  undersigned
hereunto duly authorized.

                                            INNOVUS CORPORATION



Date: June 5, 1998.                         By  /s/ TERRY HAAS
                                               -----------------------
                                               Terry Haas, President



                                      - 3 -






[LETTERHEAD]


                                                        Suite 1000
                                                        170 S. Main Street
                                                        Salt Lake City, UT 84101
                                                        801 531-6888 

                                                        FAX 801 322-0061


                               GRANT THORNTON LLP   Accountants and 
                                                    Management Consultants 

                                                    The U.S. Member Firm of 
                                                    Grant Thornton International

June 5, 1998

Securities and Exchange Commission 
Washington, D.C. 20549

Re:  Innovus Corporation 
     File No. 0-26790

Dear Sir or Madam:

We have read Item 4 of the Form 8-K of Innovus  Corporation  dated June 1, 1998,
and agree with the  statements  contained  therein,  except for the  information
contained in the first  paragraph  relating to the Company's  Board of Directors
electing to retain Hansen Barnett & Maxwell as its  independent  auditor,  about
which we have no knowledge.

Very truly yours, 

/s/ Grant Thornton LLP    




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