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: December 5, 1997
Allegiant Technologies Inc.
(Exact Name of Registrant as specified in its charter)
Washington 333-07727 98-0138706
(State of Incorporation) (Commission File Number) (IRS Identification No.)
1500-609 Granville Street, Vancouver B.C. V7Y 1G5
(Address of Principal Executive Office Postal Code)
(604) 687-0888
(Registrant's telephone number including area code)
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Item 4. Changes in Registrant's Certifying Accountants
On December 5, 1997, Ernst & Young LLP ("Ernst & Young") resigned as independent
auditors of Allegiant Technologies Inc. (the "Registrant").
None of Ernst & Young's reports on the Registrant's financial statements for
either of the last two years contained an adverse opinion or disclaimer of
opinion, nor were their opinions qualified or modified as to audit scope or
accounting principles. Their report on the Registrant's financial statements for
the year ended December 31, 1996 did contain an explanatory paragraph regarding
a going concern uncertainty. During the Registrant's last two fiscal years and
the subsequent interim period through December 5, 1997, there were no
disagreements with Ernst & Young, on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or procedure,
which, if not resolved to Ernst & Young's satisfaction, would have caused them
to make reference to the subject matter of the disagreement in connection with
their reports, nor were there any reportable events of the type requiring
disclosure under Item 304(a)(l)(v) of Regulation S-K.
On December 5, 1997, the Registrant engaged Moss Adams LLP ("Moss Adams") as
independent accountants. During the two most recent fiscal years and through
December 5, 1997, the Registrant has not consulted with Moss Adams regarding
either (i) the application of accounting principles to a specified transaction,
either completed or proposed; or the type of audit opinion that might be
rendered on the Registrant's financial statements; or (ii) any matter that was
either the subject of a disagreement, as that term is defined in Item
304(a)(l)(iv) of Regulation S-K and the related instructions to Item 304 of
Regulation S-K, or a reportable event of the type requiring disclosure under
Item 304(a)(l)(v)of Regulation S-K.
Item 7. Financial Statements and Exhibits
(c) Exhibits. Letter re: Changes in Certifying Accountants
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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.
ALLEGIANT TECHNOLOGIES INC.
Date: December 12, 1997 By: /s/ William D. McCartney
----------------------------
William D. McCartney
Director
December 5, 1997
Securities & Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.
20549
Dear Sirs:
We have read Item 4 of Allegiant Technologies Inc.'s Form 8-K dated
December 5, 1997 and are in agreement with the statements contained in the first
two paragraphs therein.
Yours truly,
/s/ Ernst & Young LLP
Ernst & Young LLP
