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): December 20, 1999
BROADVISION, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
0-28252 94-3184303
(Commission File No.) (IRS Employer Identification No.)
585 Broadway
Redwood City, CA 94063
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (650) 261-5100
----------------------
<PAGE>
Item 4. Changes in Registrant's Certifying Accountant.
(a) Previous independent accountants
(i) On December 20, 1999, the Registrant and KPMG LLP
mutually agreed to terminate KPMG LLP's appointment
as the independent accountants of the Registrant due
to an anticipated business relationship between the
two companies.
(ii) The reports of KPMG LLP on the Registrant's financial
statements for the past two fiscal years contained no
adverse opinion or disclaimer of opinion and were not
qualified or modified as to uncertainty, audit scope
or accounting principles.
(iii) The decision to dismiss KPMG LLP was approved by the
Registrant's Audit Committee.
(iv) During the Registrant's two most recent fiscal years
and through December 20, 1999, there have been no
disagreements with KPMG LLP 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 KPMG LLP would have caused them to
make reference thereto in their report.
(v) During the two most recent fiscal years and through
December 20, 1999, there have been no reportable
events (as defined in Regulation S-K Item
304(a)(1)(v)).
(vi) The Registrant has requested that KPMG LLP furnish it
with a letter addressed to the Securities and
Exchange Commission (the "SEC") stating whether or
not it agrees with the above statements. Such letter
is filed as Exhibit 16.1 hereto.
(b) New independent accountants
(i) The Registrant engaged Arthur Andersen LLP as its new
independent accountants as of December 20, 1999.
During the two most recent fiscal years and through
December 19, 1999, the Registrant has not consulted
with Arthur Andersen LLP on items which (1) were or
should have been subject to Statement of Auditing
Standard No. 50 or (2) concerned the subject matter
of a disagreement or reportable event with the former
accountants (as described in Regulation S-K Item
304(a)(2)).
2.
<PAGE>
Item 7. Financial Statements and Exhibits.
(a) Exhibits
Exhibit No. Description
----------- -----------
16.1 Letter dated December 23, 1999 from KPMG LLP,
the Registrant's former accountants, to the SEC.
3.
<PAGE>
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.
BROADVISION, INC.
Dated: December 23, 1999 By: /s/ Randall C. Bolten
------------------------------------
Randall C. Bolten
Vice President, Operations and Chief
Financial Officer
4.
EXHIBIT 16.1
[KPMG LLP LETTERHEAD]
December 23, 1999
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Ladies and Gentlemen:
We were previously principal accountants for BroadVision, Inc. and, under the
date of January 26, 1999, except as to Note 10, which is as of October 11,
1999, we reported on the consolidated financial statements of BroadVision, Inc.
and its subsidiaries as of and for the years ended December 31, 1998 and 1997.
On December 20, 1999, our appointment as principal accountants was terminated.
We have read BroadVision, Inc.'s statements included under Item 4(a) of its
Form 8-K dated December 23, 1999, and we agree with such statements, except
that we are not in a position to agree or disagree with BroadVision Inc.'s
statements in Item 4(a)(iii), and except we are not aware of the existence of a
condition required to be reported under item 304(a)(1)(v) of Regulation S-K.
Therefore, we take no position with respect to BroadVision Inc.'s statements
contained in Item 4(a)(v).
Yours very truly,
/s/ KPMG LLP
KPMG LLP
5.
