-----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, UltObK6hpozn8AZd+vc6ma4j5H9Rrc/PYu6PLpigBE+5r3RgrXzmgZXys88/HMvt 8zdlASFaKfvs8nSWctdUBg== 0000925328-99-000110.txt : 19991224 0000925328-99-000110.hdr.sgml : 19991224 ACCESSION NUMBER: 0000925328-99-000110 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991203 ITEM INFORMATION: FILED AS OF DATE: 19991223 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STRATESEC INC CENTRAL INDEX KEY: 0001037453 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-DETECTIVE, GUARD & ARMORED CAR SERVICES [7381] IRS NUMBER: 222817302 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: SEC FILE NUMBER: 001-13427 FILM NUMBER: 99779586 BUSINESS ADDRESS: STREET 1: 50 TICE BLVD CITY: WOODCLIFF LAKE STATE: NJ ZIP: 07675 BUSINESS PHONE: 2019309500 MAIL ADDRESS: STREET 1: 50 TICE BLVD STREET 2: 50 TICE BLVD CITY: WOODCLIFF LAKE STATE: NJ ZIP: 07675 FORMER COMPANY: FORMER CONFORMED NAME: SECURACOM INC DATE OF NAME CHANGE: 19970409 8-K/A 1 FORM 8-KA FOR STRATESEC INCORPORATED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 Date of Report (Date of earliest event reported): December 3, 1999 STRATESEC INCORPORATED (Exact name of registrant as specified in its charter) Delaware 1-13427 22-2817302 (State of (Commission File No.) (IRS Employer Incorporation) Identification No.) 105 Carpenter Drive, Suite C Sterling, Virginia 20164 (Address of principal executive offices, including zip code) (703) 709-8686 (Registrant's telephone number, including area code) STRATESEC INCORPORATED Item 4. Changes in Registrant's Certifying Accountant On December 3, 1999, STRATESEC Incorporated (the "Registrant") dismissed Grant Thornton LLP ("Grant Thornton") as its independent auditors and appointed Keller, Bruner & Co., LLP ("Keller Bruner") as its independent auditors for the fiscal year ending December 31, 1999. The decision to dismiss Grant Thornton and to retain Keller Bruner was recommended by the Registrant's audit committee and approved by its Board of Directors. The reports of Grant Thornton as of and for the fiscal years ended December 31, 1998 and 1997 did not contain an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles. During the fiscal years ended December 31, 1998 and 1997, and during the subsequent interim periods prior to December 3, 1999, there were no (i) disagreements between Grant Thornton and the Registrant 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 Grant Thornton, would have caused it to make a reference to the subject matter of the disagreement in connection with its reports on the Registrant's financial statements, or (ii) "reportable events" within the meaning of Item 304(a)(1)(v) of Regulation S-K promulgated under the Securities Act of 1933, as amended. On December 7, 1999, the Registrant engaged the certified public accounting firm of Keller, Bruner & Co., LLP to serve as its principal independent accounting firm to audit its financial statements for the year ended December 31, 1999. Prior to the engagement of Keller Bruner, the Registrant did not consult with such firm on any accounting, auditing or financial reporting issue. The Registrant has furnished Grant Thornton with a copy of this report and has requested it to furnish the Registrant with a letter addressed to the Securities and Exchange Commission (the "SEC") stating whether it agrees with the statements made by the Registrant in response to Item 304(a) of Regulation S-K and, if not, stating the respects in which it does not agree. A copy of Grant Thornton's letter to the SEC, dated December 23, 1999, is filed as Exhibit 16.2 to this Form 8-K/A. Item 7. Financial Statements and Exhibits (c) Exhibits. The following exhibits are filed with this report: 16.2 Letter from Grant Thornton to the SEC regarding the change in the Registrant's certifying accountant dated December 23, 1999. 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized. STRATESEC INCORPORATED /s/ Wirt D. Walker, III Wirt D. Walker, III Chairman and Chief Executive Officer Dated: December 23, 1999 3 STRATESEC Incorporated Exhibit Index to Form 8-K/A Exhibit No. Description 16.2 Letter from Grant Thornton to the SEC regarding the change in the Registrant's certifying accountant dated December 23, 1999. 4 EX-16.2 2 GRANT THORNTON LETTER Exhibit 16.2 December 23, 1999 Securities and Exchange Commission Washington, DC 20549 Re: Stratesec Incorporated File No. 1-13427 Dear Sir or Madam: We have read Item 4 of the Form 8-K/A of Stratesec Incorporated dated December 23, 1999, and agree with the statements contained therein, except that we are not in a position to agree or disagree with the statement that the change was approved by the registrant's audit committee and Board of Directors. Very truly yours, /s/ GRANT THORNTON LLP 5 -----END PRIVACY-ENHANCED MESSAGE-----