SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-KA
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
July 15, 1999
(Date of report)
VIANET TECHNOLOGIES, INC.
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NEVADA 033-55254-19 87-0434285
(State of Incorporation) (Commission File Number) (IRS Employer ID)
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83 Mercer Street
New York, New York 10012
(Address of principle executive offices)
(212) 219-7680
(Telephone number)
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ITEM 7.
Letter from KPMG dated July 23, 1999 regarding the change in certified
accountants.
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SIGNATURE
Pursuant to the requirements of Section 13 or 15(d) 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.
Vianet Technologies, Inc.
(Resistrant)
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By: Peter Leighton
President & CEO
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July 23, 1999
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Ladies and Gentlemen:
KPMG LLP ("KPMG") was the principal accountants for Vianet Technologies,
Inc. ("Vianet" or the "Company") from April 28, 1999 until June 30, 1999. The
Company and KPMG mutually agreed to terminate their auditor-client relationship,
effective June 30, 1999. We have read the Company's statements included in Item
4 of the Company's Form 8-K dated July 15, 1999 ("Item 4") and we agree with
such statements, except as follows:
KPMG does not agree with the Company's statement in the first sentence of
the first paragraph of Item 4, that the termination of the auditor-client
relationship was "based on their agreement that such action is in the best
interests of both firms". KPMG does not believe that it ever reached any
"agreement" with the Company concerning the "interests of both firms". However,
as described above, KPMG believes that it is accurate to state that the Company
and KPMG mutually agreed to terminate their auditor client relationship.
KPMG is not in a position to agree or disagree with the Company's
statements in the second, third and fourth sentences of the first paragraph of
Item 4.
KPMG believes that Item 4 should have contained the following additional
disclosure:
In connection with KPMG's services to the Company, from April 28, 1999
until the termination of the auditor-client relationship, there were no
reportable events within the meaning of Item 304 of Regulation S-K of the
Securities and Exchange Commission (the "Commission"), other than the following:
On June 7, 1999, the Company filed a Form 8-K with the Commission which
included a set of financial statements for the Company for the year ended
December 31, 1998 which were labeled as "audited". Those financial statements
were not audited by KPMG or to our knowledge any other accounting firm. On June
21, 1999, after learning about the filing of the Form 8-K, KPMG advised the
Company that it should advise all persons relying on the financial statements as
being audited that they should not so rely because the financial statements were
not audited by KPMG. By letter dated June 29, 1999, KPMG advised the Company in
writing that:
"It has come to our attention that Vianet Technologies Inc. has filed
financial statements as of and for the period ended December 31, 1998 in a Form
8-K on June 7, 1999 and that such financial statements have been labeled
audited. KPMG LLP has not completed an audit and has not issued any report on
such financial statements. Therefore, these financial statements are not audited
by KPMG LLP.
While we have not audited these financial statements and have not issued
any report on such financial statements, we believe the financial statements in
the Form 8-K are incomplete in that they do not include disclosures regarding
the fact that there is substantial doubt about the entity's ability to continue
as a going concern as well as other information. Any individuals who are relying
on such financial statements should be informed that the financial statements
should not be relied upon as being audited."
As of June 30, 1999, the last day of the auditor-client relationship
between KPMG and the Company, KPMG was not aware of any action by the Company to
inform any person who was relying on the financial statements included in the
Company's June 7, 1999 Form 8-K, that those financial statements were not
audited and should not be relied upon as being audited.
Very truly yours,
KPMG LLP