-----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, G0i0eK9yRjTGK6F0sSMQQLrFhP3q1n/XPwwZgdu3eKi/Gh+DBmsCN1fuuLP4H4IU kdhUUW/iH/d4SZIFPwcXdQ== 0000913569-98-000054.txt : 19980401 0000913569-98-000054.hdr.sgml : 19980401 ACCESSION NUMBER: 0000913569-98-000054 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980325 ITEM INFORMATION: ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19980331 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: DATA SYSTEMS NETWORK CORP CENTRAL INDEX KEY: 0000926849 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 382649874 STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-13424 FILM NUMBER: 98581416 BUSINESS ADDRESS: STREET 1: 34705 W TWELVE MILE RD STREET 2: STE 300 CITY: FARMINGTON HILLS STATE: MI ZIP: 48331 BUSINESS PHONE: 8104897117 MAIL ADDRESS: STREET 1: 34705 W 12 MILE RD SUITE 300 STREET 2: 34705 W 12 MILE RD SUITE 300 CITY: FARMINGTON HILLS STATE: MI ZIP: 48331 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): March 25, 1998 Data Systems Network Corporation (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 1-13424 38-2649874 (Commission File Number) (IRS Employer Identification No.) 34705 West Twelve Mile Road, Suite 300, Farmington Hills, Michigan 48331 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (248) 489-8700 Not Applicable (Former name or former address, if changed since last report) ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT. Data Systems Network Corporation (the "Company") engaged Plante & Moran, LLP as its new independent accountants as of March 25, 1998. During the two most recent fiscal years and through March 25, 1998, the Company has not consulted with Plante & Moran, LLP regarding either (i) the application of accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that might be rendered on the Company's financial statements, and either a written report was provided to the Company or oral advice was provided that Plante & Moran, LLP concluded was an important factor, considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of disagreement (as the term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K) or a reportable event (as that term is described in Item 304(a)(1)(v) of Regulation S-K). ITEM 5. OTHER EVENTS. On March 23, 1998, the Company issued a press release announcing the status of the investigation of a board-appointed special committee looking into previously announced accounting irregularities. The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. Exhibit 99.1 Press Release, dated March 23, 1998. 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. March 31, 1998 DATA SYSTEMS NETWORK CORPORATION /s/ Michael W. Grieves ----------------------------------- By: Michael W. Grieves President and Chief Executive Officer EX-99.1 2 PRESS RELEASE NEWS RELEASE FOR IMMEDIATE RELEASE March 23, 1998 Data Systems Network Corporation Announces Status of Investigation FARMINGTON HILLS, MICHIGAN - Data Systems Network Corporation (Nasdaq: DSYS; Pacific Stock Exchange: DSY) announced today that the board-appointed special committee looking into previously announced accounting irregularities is nearing conclusion of its investigation. Based on preliminary findings thus far, the company has taken a number of steps to institute additional financial controls. - - The board of directors has begun an active search for a chief operating officer to strengthen internal control measures and the company's senior management team. - - It is continuing its search for a permanent chief financial officer to replace Philip M. Goy, who resigned last month. - - It is engaged in discussions with a major auditing firm to replace KPMG Peat Marwick, whose resignation was recently received. - - The company has also recently brought aboard a new controller and added two financial analysts. "In light of our rapid growth, we have instituted these additional controls to help ensure the integrity of our financial reporting," Chairman, President and CEO Michael W. Grieves said: The company expects that the 1997 audit will be completed by the new audit firm. The company anticipates announcing an update to the progress of the 1996 restatement within two weeks. Based on preliminary findings of the investigation, the company believes the accounting issues raised in 1996 and additional determined reserves and allowances will have an impact of $1.5 - 2 million in 1996. Although the company anticipates that 1997 revenue numbers should not be impacted and 1997 will be a record revenue year, 1997 earnings will be impacted, resulting in a possible loss. The board will retain an independent investment banking firm to advise the firm on financial and strategic matters including various options to enhance shareholder value, Grieves said. Data Systems provides computer network services and products that enable the control of complex distributed computing environments and allow companies to capitalize on their investments in technology and people. The company provides a wide range of network integration services including installation, consultation, technical support and training. It also provides specialized services in network management, application development, imaging systems and Year 2000 consulting. Based in Farmington Hills, Michigan, Data Systems has 21 offices and more than 250 employees. -0- For additional information contact: Gabe Werba, Durocher Dixson Werba LLC 313-259-5803 Certain statements in this release constitute "forward looking statements" within the meaning of the federal securities laws. Such statements involve known and unknown risks and uncertainties which may cause the company's actual results, performance or achievements to be materially different than any future results, performance or achievements implied in this release. Investors are cautioned that all forward-looking statements involve risks and uncertainty. -----END PRIVACY-ENHANCED MESSAGE-----