-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, U201j66k/c7Y8kOIQGvPSnoB+C6J0s3c3N0U7eilonmh7ZZ2CcyQm2iPDATBQb3L wixo8KRT3yMcw/DtnSMQ2A== 0001019687-99-000829.txt : 19991224 0001019687-99-000829.hdr.sgml : 19991224 ACCESSION NUMBER: 0001019687-99-000829 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991201 ITEM INFORMATION: FILED AS OF DATE: 19991223 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PRIMEDEX HEALTH SYSTEMS INC CENTRAL INDEX KEY: 0000790526 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MEDICAL LABORATORIES [8071] IRS NUMBER: 133326724 STATE OF INCORPORATION: NY FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: SEC FILE NUMBER: 000-19019 FILM NUMBER: 99780198 BUSINESS ADDRESS: STREET 1: 1516 COTNER AVE CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: 2014919494 MAIL ADDRESS: STREET 1: PRIMEDEX HEALTH SYSTEMS INC STREET 2: 1516 COTNER AVE CITY: LOS ANGELES STATE: CA ZIP: 90025 FORMER COMPANY: FORMER CONFORMED NAME: CCC FRANCHISING CORP DATE OF NAME CHANGE: 19920703 8-K/A 1 PRIMEDEX HEALTH SYSTEMS, INC. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. ------------------------------------------------------------ AMENDMENT NO. 1 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 report) December 1, 1999 PRIMEDEX HEALTH SYSTEMS, INC. - -------------------------------------------------------------------------------- [Exact Name or Registrant as specified in its Charter] New York 0-19019 13-3326724 - -------- ------- ---------- [State or other jurisdiction [Commission File No.] [IRS Employer of incorporation] Identification No.] 1516 Cotner Avenue, Los Angeles, California 90025-3303 ------------------------------------------------------ [Address of principal executive officers; ZIP Code] Registrant's Telephone No., including Area Code: (310)478-7808 ------------------------------------------------------------------- Former address, if changed since last report Item 4 Changes in Registrant's Certifying Accountants - ------ ---------------------------------------------- (a) Moore, Stephens, P.C. have served as the independent accountants to Registrant. On December 1, 1999, Registrant and Moore, Stephens, P.C. terminated their relationship of client and auditor. (i) The relationship was terminated by the Registrant as of December 1, 1999. (ii) The accountants' opinion for the years ended October 31, 1997, and 1998, contained a qualification as to uncertainty as to the ability of Registrant to continue as a going concern; (iii) The change in accountants was approved by the Board of Directors; (iv) During the Registrant's two most recent fiscal years and any subsequent period to date, Registrant is not aware of any disagreement(s) with Moore, Stephens, P.C. on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement(s), if not resolved to the satisfaction of Moore, Stephens, P.C., would have caused it to make a reference to the subject matter of the disagreement(s) in connection with its report; (v) None of the events described in paragraphs (a)(1)(v)(A) through (D) of Item 304 of Regulation S-K occurred within the Registrant's two most recent fiscal years and up to the date of this Form 8-K. (b) As of December 1, 1999, Moss Adams LLP has been engaged to audit Registrant. Prior to engaging Moss Adams LLP, neither Registrant nor someone on its behalf consulted Moss Adams LLP, 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 or a reportable event. Item 7 Financial Statements, Pro Forma Financial Information and Exhibits. - ------ ------------------------------------------------------------------ (c) EXHIBITS. The following exhibits are furnished with this Current Report. Exhibit No. Document ----------- -------- 16 Letter from Former Accountant re Change in Certifying Accountant SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. PRIMEDEX HEALTH SYSTEMS, INC. Dated: December 22, 1999 By: /s/ Howard G. Berger ------------------------------------------- Howard G. Berger, M.D., President and Chief Financial Officer EX-16 2 LETTER FROM ACCOUNTANT December 22, 1999 Howard G. Berger, M.D., President Primedex Health Systems, Inc. 1516 Cotner Avenue Los Angeles, CA 90025 Dear Dr. Berger: This is to confirm that the client-auditor relationship between Primedex Health Systems, Inc. (Commission File Number 0-19019) and Moore Stephens, P.C. has ceased Very truly yours, /s/ Moore Stephens, P.C. MOORE STEPHENS, P.C. Certified Public Accountants cc: Office of the Chief Accountant SECPS Letter File Securities and Exchange Commission Mail Stop 11-3 450 Fifth Street, N.W. Washington, C.D. 20549 EXHIBIT 16 December 22, 1999 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Gentlemen: We have read the statements made by Primedex Health Systems, Inc. (the "Registrant") (Commission File Number 0-19019), which we understand was filed with the Commission, pursuant to Item 4 of Form 8-K, as part of the Company's Form 8-K report for the month of December, 1999. In addition to the events reported in such Form 8-K, with which we agree, we must point out a technical inaccuracy in the statements made as described in the following paragraph. The Registrant made the following statement: "The accountants' opinion for the years ended October 31, 1997, and 1998, contained a qualification as to uncertainty as to the ability of the Registrant to continue as a going concern," The reporting standards of generally accepted auditing standards state that certain circumstances, while not affecting the auditor's unqualified opinion, may require that the auditor add an explanatory paragraph to the auditor's standard report. The report of Moore Stephens, P.C. for the year ended October 31, 1997, dated February 6, 1998, except as to Note 24(c) for which the date is February 25, 1998, Note 24(d) for which the date is February 26, 1998 and Note 24(a) and (b) for which the date is February 27, 1998 and the report of Moore Stephens, P.C. for the year ended October 31, 1998, dated January 15, 1999, each contained such an explanatory paragraph describing conditions relating to the Registrant that raised substantial doubt about its ability to continue as a going concern. Such explanatory paragraphs are not "qualified" opinions as such statement is made in the Registrant's Form 8-K. Very truly yours, /s/ Moore Stephens, P.C. MOORE STEPHENS, P.C. EXHIBIT 16 -----END PRIVACY-ENHANCED MESSAGE-----