U.S. 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) May 17, 1999
SOONER HOLDINGS, INC.
(Name of small business issuer in its charter)
OKLAHOMA 0-18344 73-1275261
(State or other jurisdiction of (Commission File Number) IRS Employer
incorporation or organization) Identification No.)
2680 West Interstate 40, Oklahoma City, Oklahoma 73108
(Address of principal executive offices) (Zip Code)
(405) 236-8332
(Issuer's telephone number)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
On May 17, 1999, the Issuer engaged Grant Thornton LLP as its principal
accountant to audit its financial statements, commencing with its fiscal year
ended December 31, 1998. Grant Thornton LLP will also audit the financial
statements of New Directions related to the operation of a community corrections
business. The operating assets of New Directions were acquired by a newly formed
subsidiary of the Issuer in May 1998. The operations of New Directions from the
date of the acquisition must be included in the Issuer's financial statements
for the fiscal year ended December 31, 1998.
The Company has not consulted with Grant Thornton LLP during the past
two fiscal years concerning the application of accounting principals or any
issues relating to accounting, auditing or financial reporting.
Upon completion of Grant Thornton's audit, the Issuer will file a
Current Report on Form 8-K related to the New Directions acquisition, together
with audited financial statements of New Directions. The Issuer also expects to
promptly file its late Quarterly Reports on Form 10-QSB for the quarters ended
June 30, 1998 and September 30, 1998, as well as its Annual Report on Form
10-KSB for the fiscal year ended December 31, 1998.
The Company attributes the delay in filing its SEC reports to the
certain material uncertainties that initially delayed the audit of New
Directions and then in addition, the subsequent resignation of Arthur Andersen
LLP as the Company's principal accountants. With the engagement of Grant
Thornton LLP, the Issuer anticipates filing all its required filings, including
the fiscal 1999 quarterly reports, within 90 days.
Pending completion of the audit, the Issuer expects to report
consolidated revenues for the fiscal year ending December 31, 1998 of
approximately $1,050,000, compared to approximately $432,500 for the prior
fiscal year. The Issuer expects to report a net loss of approximately $248,000
for the fiscal year ending December 31, 1998, as compared to net income of
approximately $8,100 for the fiscal year ending December 31, 1997.
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.
SOONER HOLDINGS, INC.
Dated: June 15, 1999 By: /s/ R. C. Cunningham II
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R. C. Cunningham II
CEO, President and Chairman
