-----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, LXMDwGwzaKMXX9F8eVeWmgWaPdtsTf0A6eq0ElKNqiXtcG0gXGWXIzcs5YsRLT12 x7gHp9aCsgG/1RgEgGxYVQ== 0001144204-04-014199.txt : 20040910 0001144204-04-014199.hdr.sgml : 20040910 20040910165304 ACCESSION NUMBER: 0001144204-04-014199 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040909 ITEM INFORMATION: Changes in Registrant.s Certifying Accountant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20040910 DATE AS OF CHANGE: 20040910 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NUWAY MEDICAL INC CENTRAL INDEX KEY: 0000880242 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] IRS NUMBER: 650159115 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19709 FILM NUMBER: 041026028 BUSINESS ADDRESS: STREET 1: 23461 SOUTH POINTE DRIVE STREET 2: SUITE 200 CITY: LUGANA, HILLS STATE: CA ZIP: 92653 BUSINESS PHONE: 949-454-9011 MAIL ADDRESS: STREET 1: 23461 SOUTH POINTE DRIVE STREET 2: SUITE 200 CITY: LUGANA, HILLS STATE: CA ZIP: 92653 FORMER COMPANY: FORMER CONFORMED NAME: NUWAY ENERGY INC DATE OF NAME CHANGE: 20010815 FORMER COMPANY: FORMER CONFORMED NAME: LATIN AMERICAN CASINOS INC DATE OF NAME CHANGE: 19960520 FORMER COMPANY: FORMER CONFORMED NAME: REPOSSESSION AUCTION INC DATE OF NAME CHANGE: 19940823 8-K 1 v06645_8k.txt 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): September 9, 2004 NuWay Medical, Inc. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 23461 South Pointe Drive, Suite 200, Laguna Hills, CA 92653 ------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (949) 454-9011 Not Applicable -------------------------------------------------------------- (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR 240.13e-4(c)) ITEM 4.01 CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT After continuing discussions between NuWay Medical, Inc. (the "Company") and Haskell & White LLP ("H&W"), concerning the financial terms of re-engagement as the Company's auditors for the fiscal year ended December 31, 2003, the Company and H&W mutually agreed to terminate the engagement of H&W on September 9, 2004. H&W had initially been engaged by the Company on March 31, 2003. The decision to change accountants was recommended by the Audit Committee of the Company's Board of Directors. The Company has begun actively to look for new auditors and intends to retain new auditors as soon as the Company can arrange adequate financing to engage the new auditors and, thereafter, as reasonably practicable as possible, to file all outstanding reports under the Securities Exchange Act of 1934, as amended. The Company has authorized H&W to respond fully to successor auditor inquiries. H&W's report, dated May 12, 2003, on the consolidated financial statements as of and for the year ended December 31, 2002, contained no adverse opinion or disclaimer of opinion, nor was modified as to uncertainty, audit scope, or accounting principles. However, H&W's report included an explanatory paragraph noting the Company's limited liquid resources, recurring losses from operations and the Company's efforts to implement its business plan with a new industry focus, all of which raised substantial doubt about the Company's ability to continue as a going concern. During the Company's relationship with H&W, since H&W's initial engagement as the principal auditors on March 31, 2003, through August 9, 2004, there were no disagreements with H&W, whether or not resolved, on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to H&W's satisfaction, would have caused it to make reference to the subject matter of the disagreement(s) in connection with its report on the consolidated financial statements for the year ended December 31, 2002. The Company has provided to H&W a copy of this disclosure and has requested H&W to furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether H&W agrees with the statements made by the Company in this report. H&W's letter is attached hereto as Exhibit 16.1. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS Exhibit Number Description - ------- ----------- 16.1 Letter from Haskell & White LLP to the Securities and Exchange Commission dated September 10, 2004. 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. Date: September 10, 2004 NUWAY MEDICAL, INC. By: /s/ Dennis Calvert ---------------------------- Dennis Calvert Chief Executive Officer EX-16.1 2 v06645_ex16-1.txt EXHIBIT 16.1 Securities and Exchange Commission 450 5th Street, N.W. Washington, D.C. 20549 Ladies and Gentlemen: We have read NuWay Medical, Inc.'s statements included under Item 4.01 of its Current Report on Form 8-K dated September 9, 2004, and we agree with such statements, except we are not in a position to agree or disagree with the Company's statements made in the last sentence of the first paragraph and the first sentence of the second paragraph under Item 4.01. /s/ HASKELL & WHITE LLP Irvine, California September 10, 2004 -----END PRIVACY-ENHANCED MESSAGE-----