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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 28, 1996
ALLIED DIGITAL TECHNOLOGIES CORP.
(Exact name of registrant as specified in its charter)
Delaware 1-13580 38-3191597
(State or other (Commission (IRS Employer
jurisdiction of File No.) Identification No.)
incorporation)
7375 Woodward Avenue, Detroit, Michigan 48202-3121
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (313) 871-2222
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 28, 1996, Arthur Andersen LLP ("Arthur Andersen") was dismissed by
the Registrant as the Registrant's auditors and Grant Thornton LLP ("Grant
Thornton") was engaged to audit the Registrant's financial statements for the
year ending July 31, 1996. The change in auditors was due to the pending
consolidation of the accounting and financial functions of the Registrant in
Hauppauge, New York.
Arthur Andersen's reports on the Registrant's financial statements for the
past two (2) years did not contain an adverse opinion or disclaimer of opinion
and were not qualified as to uncertainty, audit scope, or accounting
principles.
The change in accountants was approved by the Audit Committee of the Board
of Directors of the Registrant.
During the Registrant's two (2) most recent fiscal years and subsequent
interim period preceding the dismissal, there were no disagreements with Arthur
Andersen on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which disagreement, if
not resolved to the satisfaction of Arthur Andersen, would have caused it to
make reference to the subject matter of the disagreement in connection with its
report.
During the two (2) most recent fiscal years and the subsequent interim
period preceding such dismissal, there were no "reportable events" (as that
term is defined in Items 304(a)(1)(v) of Regulation S-K).
The Registrant has furnished a copy of the disclosure contained herein to
Arthur Andersen requesting such firm to respond as to whether it agrees or
disagrees with the statements herein with respect to such firm and Arthur
Andersen has agreed, as required by Item 304 of Regulation S-K to furnish to
the Registrant a letter addressed to the Securities and Exchange Commission to
that effect. A copy of such letter is filed as an Exhibit hereto.
Grant Thornton audited the financial statements for the Registrant's
subsidiary, HMG Digital Technologies Corp. ("HMG") for the past several years
prior to the merger of HMG with the Registrant and, for the last fiscal year
the Registrant consulted with Grant Thornton with respect to such audits and
related matters. Grant Thornton issued an audit report with respect to
subsidiary operations of HMG for the twelve (12) months ended July 31, 1995 to
comply with certain covenant requirements of the HMG loan facility. HMG also
consulted with Grant Thornton concerning matters relating to the transaction in
which HMG became a subsidiary of the Registrant.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
16. Letter of Arthur Andersen LLP dated June 3, 1996.
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has fully caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ALLIED DIGITAL TECHNOLOGIES CORP.
By:/s/ George Fishman
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CEO
June 3, 1996
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EXHIBIT 16
[ARTHUR ANDERSEN LETTERHEAD]
June 3, 1996
Securities and Exchange Commission
450 Fifth Street N.W.
Washington, D.C. 20549
Ladies and Gentlemen:
We have read Item 4 included in the attached Form 8-K dated June 3, 1996, of
Allied Digital Technologies Corp. filed with the Securities and Exchange
Commission, and are in agreement with the statements contained therein
insofar as they relate to us.
Very truly yours,
/s/Arthur Andersen L.L.P.
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Arthur Andersen L.L.P.
