-----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, RaZGqpDU3leYxBrNV/aQt+bjGmCX2GF6gumr+E3RuPJs6lAhdDThjjb2vnATnKa6 0RbME6NahI5QYa80WVpTiw== 0000912057-00-019276.txt : 20000425 0000912057-00-019276.hdr.sgml : 20000425 ACCESSION NUMBER: 0000912057-00-019276 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000320 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000424 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IXATA GROUP INC CENTRAL INDEX KEY: 0000929425 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL [3823] IRS NUMBER: 944453386 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: SEC FILE NUMBER: 033-83526 FILM NUMBER: 606913 BUSINESS ADDRESS: STREET 1: 8080 DAGGETT STREET SUITE 220 CITY: SAN DIEGO STATE: CA ZIP: 92111 BUSINESS PHONE: 6196775580 MAIL ADDRESS: STREET 1: 8080 DAGGETT STREET SUITE 220 CITY: SAN DIEGO STATE: CA ZIP: 92111 FORMER COMPANY: FORMER CONFORMED NAME: SECURFONE AMERICA INC DATE OF NAME CHANGE: 19971114 FORMER COMPANY: FORMER CONFORMED NAME: MATERIAL TECHNOLOGY INC DATE OF NAME CHANGE: 19970326 FORMER COMPANY: FORMER CONFORMED NAME: MATERIAL TECHNOLOGIES INC DATE OF NAME CHANGE: 19970313 8-K/A 1 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ---------------- FORM 8-K/A 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 20, 2000 THE IXATA GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 33-83526 95-4453386 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation) Identification No.) 8080 Dagget Street, Suite 220, San Diego, California 92111 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) 619-677-5580 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT. PREVIOUS INDEPENDENT ACCOUNTANTS. On March 20, 2000, The IXATA Group, Inc. (the "Company") and Conte Co., C.P.A., Inc. ("Conte Co.") of Cleveland, Ohio mutually agreed that Conte Co. would no longer serve as the Company's independent accountant. In 1999 the Company discontinued its prepaid cellular business and acquired IXATA, Inc. IXATA is principally engaged in providing global Internet based business-to-business e-commerce services for the corporate travel and hospitality market and is headquartered in San Diego, California. Following the acquisition, the Board of Directors of the Company concluded that it would be more efficient to retain Nation Smith Hermes Diamond, APC ("Nation Smith"), IXATA's independent accountant, as the Company's independent accountant. Because of Nation Smith's familiarity with IXATA and proximity to San Diego, the Board decided to retain Nation Smith as the Company's independent accountant. The reports of Conte Co. on the Company's financial statements for the years ended December 31, 1998 and 1997 each were modified to reflect the uncertainty of the Company's ability to continue as a going concern, which management believes was appropriate. Otherwise, the reports did not contain any adverse opinion or disclaimer of opinion and were not qualified or modified as to audit scope or accounting principles. During the Company's two most recent fiscal years and through March 20, 2000, there have been no disagreements with Conte Co. on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, that, if not resolved to the satisfaction of Conte Co., would have caused Conte Co. to make reference to the disagreement in its audit report. During the two most recent fiscal years and through March 20, 2000, Conte Co. has not advised the Company of the existence of any reportable event listed in Regulation S-B Item 304(a)(1)(iv). The Company has requested that Conte Co. furnish it with a letter addressed to the Securities and Exchange Commission stating whether or not Conte Co. agrees with the statements contained in this current report, as required by Regulation S-B Item 304. A copy of Conte Co.'s letter to the SEC is attached. NEW INDEPENDENT ACCOUNTANTS. The Company engaged Nation Smith as its new independent accountant effective March 20, 2000. During the two most recent fiscal years and through March 20, 2000, the Company has not consulted with Nation Smith on items that were or should have been subject to Statement of Auditing Standard No. 50 or that concerned the subject matter of a disagreement or reportable event with the former accountants as described in Regulation S-B Item 304(a)(2). ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. EXHIBITS 16.1 Letter dated April 20, 2000 from Conte Co., C.P.A., Inc., the Company's former accountant, to the Securities and Exchange Commission. 2 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. THE IXATA GROUP, INC. Dated: April 21, 2000 /s/ Andrew H. Kent ----------------------------------------- By Andrew H. Kent, Chief Financial Officer 3 EXHIBIT INDEX
Exhibit No. Description - ----------- ----------- 16.1 Letter dated April 20, 2000 from Conte Co., C.P.A., Inc., the Company's former accountant, to the Securities and Exchange Commission.
4 EX-16.1 2 EXHIBIT 16.1 CONTE CO., C.P.A., INC. April 20, 2000 Office of the Chief Accountant Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Re: The IXATA Group, Inc. (the "Company") Dear Sir/Madam: We have read the disclosure under "Previous Independent Accountants" included in the Company's Current Report on Form 8-K/A dated March 20, 2000 as filed with the Securities and Exchange Commission and are in agreement with the statements contained in the report. In addition, during the Company's two most recent fiscal years and through March 20, 2000, we have not been aware of the existence of any reportable event listed in Regulation S-B Item 304(a)(1)(iv), and we have had no communications with the Company relating to the existence of such a reportable event. Very truly yours, Conte Co., C.P.A., Inc. /s/ Conte Co., C.P.A., Inc. cc: Andrew H. Kent Chief Financial Officer The IXATA Group, Inc. -----END PRIVACY-ENHANCED MESSAGE-----