-----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, UbWC/FRzYLrRXgw0z6v/o7WBDUgFEdO9Yfo4fMjtNyYjns2MSXnE+YBhPQZN3Vpn lGkENSKld0rI1+OJ206xzw== 0000909143-05-000023.txt : 20050324 0000909143-05-000023.hdr.sgml : 20050324 20050324162102 ACCESSION NUMBER: 0000909143-05-000023 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050318 ITEM INFORMATION: Changes in Registrant.s Certifying Accountant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050324 DATE AS OF CHANGE: 20050324 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NOVO NETWORKS INC CENTRAL INDEX KEY: 0000826773 STANDARD INDUSTRIAL CLASSIFICATION: RADIO TELEPHONE COMMUNICATIONS [4812] IRS NUMBER: 752233445 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-28579 FILM NUMBER: 05702252 BUSINESS ADDRESS: STREET 1: 6440 NORTH CENTRAL EXPRESSWAY STREET 2: SUITE 620 CITY: DALLAS STATE: TX ZIP: 75206 BUSINESS PHONE: 214.777.4100 MAIL ADDRESS: STREET 1: 6440 NORTH CENTRAL EXPRESSWAY STREET 2: SUITE 620 CITY: DALLAS STATE: TX ZIP: 75201 FORMER COMPANY: FORMER CONFORMED NAME: EVENTURES GROUP INC DATE OF NAME CHANGE: 19990902 FORMER COMPANY: FORMER CONFORMED NAME: ADINA INC DATE OF NAME CHANGE: 19920703 8-K 1 novo8kacct.txt CURRENT REPORT ON FORM 8-K, DATED MARCH 18, 2005 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) March 18, 2005 - ------------------------------------------------------------------ NOVO NETWORKS, INC. - ------------------------------------------------------------------ (Exact Name of Registrant as Specified in Its Charter) Delaware 0-28579 75-2233445 - ------------------------------------------------------------------ (State or Other (Commission (IRS Employer Jurisdiction of Incorporation) File Number) Identification No.) 6440 North Central Expressway, Suite 620, 75206 Dallas, Texas - ------------------------------------------------------------------ (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, Including Area Code (214) 777-4100 - ------------------------------------------------------------------ - ------------------------------------------------------------------ (Former Name or Former Address, if Changed Since Last Report) Item 4.01 Changes in Registrant's Certifying Accountant On March 18, 2005, Grant Thornton LLP ("Grant Thornton") notified the Audit Committee and Board of Directors of Novo Networks, Inc. (the "Registrant") that it declined to stand for re-appointment as the Registrant's independent registered public accounting firm following the completion of the strategic transaction with Berliner Communications, Inc. As a result of the withdrawal the Audit Committee immediately commenced a search for a new independent registered public accounting firm to replace Grant Thornton, and it is currently interviewing candidates. Grant Thornton performed audits of the Registrant's consolidated financial statements for the fiscal years ended June 30, 2004, and 2003. Grant Thornton's reports did not contain an adverse opinion or disclaimer of opinion, but were modified to include an explanatory paragraph related to uncertainties about the Registrant's ability to continue as a going concern. During the fiscal years ended June 30, 2004, and 2003, and through March 18, 2005, there were no disagreements with Grant Thornton on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to Grant Thornton's satisfaction, would have caused Grant Thornton to make reference to the subject matter of the disagreements in connection with the reports for such year, and there were no "reportable events" as such term is defined in Item 304(a)(1)(v) of Regulation S-K. The Registrant provided Grant Thornton with a copy of this Form 8-K prior to filing it with the Securities and Exchange Commission (the "SEC") and requested that Grant Thornton furnish a letter to the SEC stating whether or not it agrees with the statements contained herein. Attached as Exhibit 16.1 is a copy of Grant Thornton's letter to the SEC, dated March 24, 2005. Item 9.01 Financial Statements and Exhibits (c) Exhibits 16.1 Letter of Grant Thornton LLP, dated March 24, 2005, to the Securities and Exchange Commission. -2- SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. NOVO NETWORKS, INC. Date: March 24, 2005 By: /s/ Richard Berliner --------------------------------- Name: Richard Berliner Title: Chief Executive Officer -3- Exhibit Index Exhibit No. Description - ----------- ----------------------------------------------------------- 16.1 Letter of Grant Thornton LLP, dated March 24, 2005, to the Securities and Exchange Commission. EX-16.1 2 ex16.txt LETTER FROM GRANT THORNTON LLP Exhibit 16.1 March 24, 2005 Securities and Exchange Commission Office of the Chief Accountant 450 Fifth Street, NW Washington, DC 20549 Dear Sir or Madam: We have read Item 4.01 of this Form 8-K of Novo Networks, Inc. (the "Registrant") and agree with the statements concerning our firm contained in the first, second, third, and fourth paragraphs therein. We have no basis to agree or disagree with the other statements of the Registrant contained therein. Very truly yours, /s/ GRANT THORNTON LLP -----END PRIVACY-ENHANCED MESSAGE-----