-----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, Gu/l1ZVjRCj3BCXqKg7284NRgW8eUYwX1iDqeQJ3ChKhOpjTV9U+gVtD2rasTcF7 cyZllZT5WfSXvHe3xQ13dA== 0000950124-99-005335.txt : 19991018 0000950124-99-005335.hdr.sgml : 19991018 ACCESSION NUMBER: 0000950124-99-005335 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990930 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19991001 FILER: COMPANY DATA: COMPANY CONFORMED NAME: POPMAIL COM INC CENTRAL INDEX KEY: 0001044738 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 00023243 STATE OF INCORPORATION: MN FISCAL YEAR END: 0102 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-23243 FILM NUMBER: 99721922 BUSINESS ADDRESS: STREET 1: 4801 WEST 81 STREET STREET 2: SUITE 112 CITY: BLOOMINGTON STATE: MN ZIP: 55437 BUSINESS PHONE: 6128379917 MAIL ADDRESS: STREET 1: 4801 WEST 81 STREET STREET 2: SUITE 112 CITY: BLOOMINGTON STATE: MN ZIP: 55437 FORMER COMPANY: FORMER CONFORMED NAME: CAFE ODYSSEY INC DATE OF NAME CHANGE: 19980526 FORMER COMPANY: FORMER CONFORMED NAME: HOTEL DISCOVERY INC DATE OF NAME CHANGE: 19970821 8-K 1 FORM 8-K 1 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): September 30, 1999 PopMail.com, inc. (Exact name of registrant as specified in its charter) Minnesota 0-23243 31-1487885 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 4801 West 81st Street, Suite 112, Bloomington, MN 55437 (Address of principal executive offices) (Zip Code) CAFE ODYSSEY, INC. (Former Name or Former Address, if Changed Since Last Report) Registrant's telephone number, including area code: (612) 837-9917 2 Item 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT (a) Previous independent accountants (i) On September 30, 1999, Arthur Andersen LLP and PopMail.com, inc. (the "Registrant") agreed to the resignation of Arthur Andersen LLP as independent public accountants of Registrant. (ii) The reports of Arthur Andersen LLP on the financial statements for the past two years, the most recent of which is the fiscal year ended January 4, 1999, contained no adverse opinion or disclaimer of opinion and were not qualified or modified as to audit scope or accounting principles. However, reference is made to said reports which includes an explanatory paragraph that describes the uncertainty over the Registrant's ability to continue as a going concern described in Note 1 to the financial statements. (iii) The Registrant's Board of Directors participated in and approved the decision to change independent accountants. (iv) In connection with its audits for the two most recent periods and through September 30, 1999, there have been no disagreements with Arthur Andersen LLP 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 Arthur Andersen LLP would have caused them to make reference thereto in their report on the financial statements for such years. (v) During the two most recent fiscal years and through September 30, 1999, there have been no reportable events (as defined in Regulation S-B Item 304(a)(1)(iv)). (vi) Arthur Andersen LLP has furnished the Registrant with a letter addressed to the SEC stating that it agrees with the above statements. A copy of this letter is included as an exhibit to this Form 8-K Report. (b) New independent accountants (i) The Registrant engaged Grant Thornton LLP as its new independent accountants as of September 30, 1999. During the two most recent periods and through September 30, 1999, the Registrant has not consulted with Grant Thornton LLP on items which (1) were or should have been subject to SAS 50 or (2) concerned the subject matter of a disagreement or reportable event with the former auditor (as described in Regulation S-B Item 304(a)(2)). Item 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits (16) Letter regarding change in certifying accountant. 2 3 SIGNATURE 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 thereunto duly authorized. PopMail.com, inc. Date: October 1, 1999 By: s/ Thomas W. Orr ----------------------------- Name: Thomas W. Orr Title: Chief Financial Officer 3 EX-16 2 LETTER FROM ARTHUR ANDERSEN LLP 1 EXHIBIT 16 September 30, 1999 Securities and Exchange Commission 450 Fifth Street Northwest Washington, DC 20548 Ladies and Gentlemen: We have read and agree with the comments in Item 4 of the Form 8-K of Cafe Odyssey, Inc. (d/b/a PopMail.com, inc.) dated September 30, 1999. Very truly yours, Arthur Andersen LLP -----END PRIVACY-ENHANCED MESSAGE-----