UNITED STATES
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): June 29, 1999
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Commission file number 1-5270
SOFTNET SYSTEMS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 11-1817252
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
650 Townsend Street, Suite 225
San Francisco, California 94103
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(Address of principal executive offices)
(415) 365-2500
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(Registrant's telephone number, including area code)
N/A
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(Former name or former address, if changed since last report)
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Item 4. Change in Registrant's Certifying Accountant
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On June 29, 1999, SoftNet Systems, Inc. (the "Registrant")
dismissed PricewaterhouseCoopers LLP ("PWC") as its independent accountants and
engaged KPMG LLP as its independent accountants, effective immediately. The
decision to change independent accountants was approved by the Registrant's
Board of Directors on June 10, 1999. In connection with its audits for the two
most recent fiscal years and through June 29, 1999, there have been no
disagreements with PWC 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 PWC, would have caused
them to make reference to the subject matter of the disagreements in their
report on the financial statements for such years. PWC's report on the financial
statements for the past two years contained no adverse opinion or disclaimer of
opinion and was not qualified or modified as to uncertainty, audit scope or
accounting principles.
The Registrant has provided PWC with a copy of this disclosure
and has requested that PWC furnish it with a letter addressed to the Securities
and Exchange Commission ("SEC") stating whether or not it agrees with the above
statements. A copy of such letter to the SEC, dated July 6, 1999, is filed as
Exhibit 16.1 to this Form 8-K.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
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(c) Exhibits. The following documents are filed as exhibits
to this report:
1. Exhibit 16.1 - Letter from
PricewaterhouseCoopers LLP to the Securities
and Exchange Commission re: change in the
Registrant's certifying accountant dated
July 6, 1999.
<PAGE>
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.
SoftNet Systems, Inc.
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(Registrant)
Date: July 7, 1999 By: /s/ Douglas S. Sinclair
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Douglas S. Sinclair
Chief Financial Officer
<PAGE>
SoftNet Systems, Inc.
Exhibit Index
to Form 8-K
Exhibit No. Description
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16.1 Letter from PricewaterhouseCoopers LLP to
the Securities and Exchange Commission
re: change in the Registrant's certifying
accountant dated July 6, 1999.
Exhibit 16.1
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(Letterhead of PricewaterhouseCoopers LLP)
July 6, 1999
The Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Dear Commissioners:
We have read the statements made by SoftNet Systems, Inc. (copy attached), which
we understand will be filed with the Commission, pursuant to Item 4 of Form 8-K,
as part of the Company's Form 8-K report dated June 29, 1999. We agree with the
statements concerning our Firm in such Form 8-K.
Very truly yours,
/s/ PricewaterhouseCoopers LLP