<SEC-DOCUMENT>0000912057-00-017652-index.html : 20000413 <SEC-HEADER>0000912057-00-017652.hdr.sgml : 20000413 ACCESSION NUMBER: 0000912057-00-017652 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20000405 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000412 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BIOSPHERICS INC CENTRAL INDEX KEY: 0000012239 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING, ACCOUNTING, RESEARCH, MANAGEMENT [8700] IRS NUMBER: 520849320 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-05576 FILM NUMBER: 599594 BUSINESS ADDRESS: STREET 1: 12051 INDIAN CREEK CT CITY: BELTSVILLE STATE: MD ZIP: 20705 BUSINESS PHONE: 3014193900 MAIL ADDRESS: STREET 1: 12051 INDIAN CREEK COURT CITY: BELTSVILLE STATE: MD ZIP: 20705 FORMER COMPANY: FORMER CONFORMED NAME: BIOSPHERICS RESEARCH INC DATE OF NAME CHANGE: 19720404 </SEC-HEADER> <DOCUMENT> <TYPE>8-K <SEQUENCE>1 <DESCRIPTION>FORM 8-K <TEXT> <PAGE> 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: April 5, 2000 (Date of earliest event reported) Biospherics Incorporated (Exact name of registrant as specified in its charter) Delaware 0-5576 52-0849320 (State or other jurisdiction of (Commission (I.R.S. Employer incorporation) File Number) Identification No.) 12051 Indian Creek Court, Beltsville, Maryland 20705 (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, including area code: (301) 419-3900 Not Applicable (Former name or former address, if changed since last report) Item 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT (a) Previous independent accountants (i) On April 5, 2000, PricewaterhouseCoopers LLP declined to stand for re-election as the independent accountants for Biospherics Incorporated (the "Company"). (ii) The reports of PricewaterhouseCoopers LLP on the financial statements for the past two fiscal years contained no adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principle. (iii) In connection with its audits for the two most recent fiscal years and through April 5, 2000, there have been no disagreements with PricewaterhouseCoopers LLP on any matter of accounting principles or practices, financial 1 <PAGE> statement disclosure, or auditing scope or procedure, which disagreements if not resolved to the satisfaction of PricewaterhouseCoopers LLP would have caused them to make reference thereto in their report on the financial statements for such years. (iv) During the two most recent fiscal years and through April 5, 2000, there have been no reportable events (as defined in Regulation S-K Item 304(a)(1)(v)). (v) The Company has requested that PricewaterhouseCoopers LLP furnish it with a letter addressed to the SEC stating whether or not it agrees with the above statements. A copy of such letter, dated April 12, 2000, is filed as Exhibit 16 to this Form 8-K. The Company has provided PWC with a copy of these disclosures and has asked PWC to provide it with a letter addressed to the Securities and Exchange Commission stating whether PWC agrees with the Company's statements and, if not, stating the respects in which PWC does not agree. A copy of PWC's letter is included as Exhibit 16 to this Form 8-K. (b) The Company has not yet engaged a new independent accountant. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (a) Not applicable. (b) Not applicable. (c) Exhibits. 16 Letter from PricewaterhouseCoopers LLP regarding change in certifying accountant, dated April 12, 2000, addressed to the Securities and Exchange Commission, in compliance with Item 304 of Regulation S-K. 2 <PAGE> EXHIBIT INDEX 16 Letter from PricewaterhouseCoopers LLP regarding change in certifying accountant, dated April 12, 2000. 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. Biospherics Incorporated By: /s/ GILBERT V. LEVIN ------------------------------------ Gilbert V. Levin Chair, CEO, President & Treasurer Date: April 12, 2000 3 <PAGE> EXHIBIT 16 April 12, 2000 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Commissioners: We have read the statements made by Biospherics Incorporated (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 April 5, 2000. We agree with the statements concerning our Firm in such Form 8-K. Very truly yours, /s/ PricewaterhouseCoopers LLP </TEXT> </DOCUMENT> </SEC-DOCUMENT>