-----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, A/e82TQyx3pcEx9BYkWsBor5EzYRnNMNz6SUDC8Nsvpy087YS1GGOKdLUq9NVoJP o4WtM3qkri/8iqle8M0xcw== 0000950136-02-002652.txt : 20020913 0000950136-02-002652.hdr.sgml : 20020913 20020913143225 ACCESSION NUMBER: 0000950136-02-002652 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020913 ITEM INFORMATION: Changes in registrant's certifying accountant ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020913 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ORTHOMETRIX INC CENTRAL INDEX KEY: 0000946428 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] IRS NUMBER: 061387931 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-26206 FILM NUMBER: 02763567 BUSINESS ADDRESS: STREET 1: 106 CORPORATE PARK DRIVE STREET 2: SUITE 106 CITY: WHITE PLAINS STATE: NY ZIP: 10604 BUSINESS PHONE: 9146942285 MAIL ADDRESS: STREET 1: 106 CORPORATE PARK DRIVE STREET 2: SUITE 106 CITY: WHITE PLAINS STATE: NY ZIP: 10604 FORMER COMPANY: FORMER CONFORMED NAME: OSTECH INC DATE OF NAME CHANGE: 19950608 FORMER COMPANY: FORMER CONFORMED NAME: NORLAND MEDICAL SYSTEMS INC DATE OF NAME CHANGE: 19951115 8-K 1 file001.txt FORM 8-K ================================================================================ 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 September 13, 2002 ------------------ Orthometrix, Inc. - -------------------------------------------------------------------------------- (Exact name of Registrant as Specified in Its Charter) Delaware 0-26206 06-1387931 - ---------------------------- ---------------- ------------------- (State or Other Jurisdiction (Commission File (I.R.S. Employer of Incorporation) Number) Identification No.) 106 Corporate Park Drive, Suite 106 White Plains, NY 10604 - ---------------------------------------- ------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, Including Area Code: (914) 694-2285 ------------------- - -------------------------------------------------------------------------------- Former Name or Former Address, if Changed Since Last Report. Total number of pages in report: 3 ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT On September 13, 2002, the Registrant's Board of Directors approved the appointment of Neil Koenig as Chief Financial Officer of the Registrant. Effective with the appointment, Imowitz Koenig & Co., LLP has resigned as the Registrant's independent accountant, since Mr. Koenig's appointment as Chief Financial Officer creates a lack of independence between the Registrant and Imowitz Koenig & Co., LLP. Imowitz Koenig & Co., LLP had been engaged as the Registrant's independent accountants since January 29, 2002, when it replaced Deloitte & Touche LLP as the Registrant's independent accountants. See Registrant's Form 8-K filed with the Commission on February 5, 2002 (Commission File No. 0-26206). The report of Imowitz Koenig & Co., LLP on the financial statements of the Registrant for the fiscal year ended December 31, 2001 did not contain an adverse opinion or disclaimer of opinion and other than raising substantial doubt about the Registrant's ability to continue as a going concern was not otherwise qualified or modified as to uncertainty, audit scope or accounting principles, during the period of its engagement or the interim period to the date of resignation. Similarly, the reports of Deloitte & Touche LLP on the financial statements of the Registrant contained no adverse opinions or disclaimers of opinion, and, other than raising substantial doubt about the Registrant's ability to continue as a going concern for the fiscal year ended December 31, 2000, were not modified as to uncertainty, audit scope, or accounting principles during the two fiscal years ended December 31, 2000 and 1999 or the interim period to January 29, 2002, the date of dismissal. In connection with the audits of the Registrant's financial statements for the fiscal years ended December 31, 2001 and December 31, 2000, and in the subsequent interim period preceding the resignation, there were no disagreements with either Imowitz Koenig & Co., LLP or Deloitte & Touche LLP on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of either Imowitz Koenig & Co., LLP or Deloitte & Touche LLP that would have caused them to make reference to the subject matter of the disagreements in connection with their reports. In connection with the audits of the Registrant's financial statements for the fiscal years ended December 31, 2001 and 2000, and through the subsequent interim period prior to September 13, 2002, preceding the resignation, there were no "reportable events" as that term is described in Item 304(a)(1)(v) of Regulation S-K. ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT (CONTINUED) The Registrant has provided Imowitz Koenig & Co., LLP with a copy of the disclosures which the Registrant is making in this item 4 and has requested that Imowitz Koenig & Co., LLP furnish it with a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with such disclosures. A copy of such letter dated September 13, 2002 is filed as Exhibit 16.1 to this Form 8-K. On September 13, 2002, the Registrant's Board of Directors approved the appointment of Radin, Glass & Co., LLP as its independent accountant for the Registrant. The Registrant has not consulted with Radin, Glass & Co., LLP during the previous two fiscal years and the interim periods to date on any matters which were the subject of any disagreement or with respect to any "reportable event" as is defined in Item 304 of Regulation S-K or the type of audit opinion which might be rendered on the Registrant's financial statements. ITEM 7. EXHIBITS 16 Letter of Deloitte & Touche LLP dated February 6, 2002 agreeing with the statements made in the Form 8-K filed on February 5, 2002, was previously filed in the amendment to the Form 8-K dated February 21, 2002, Commission File No. 0-26206, EDGAR Accession Number 0000898432-02-000152; incorporated herein by reference. 16.1 Letter of Imowitz Koenig & Co., LLP dated September 13, 2002 agreeing with statements made in this Form 8-K. 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. Orthometrix, Inc. --------------------------- (Registrant) Date: September 13, 2002 By: /s/ Reynald Bonmati ------------------ ------------------- Reynald Bonmati President EX-16.1 3 file002.txt LETTER OF IMOWITZ KOENIG & CO., LLP EXHIBIT 16.1 September 13, 2002 Office of the Chief Accountant Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Dear Sir or Madam: We have read Item 4 included in the Form 8-K dated September 13, 2002 of Orthometrix, Inc., to be filed with the Securities and Exchange Commission and are in agreement with the statements contained therein. Very truly yours, /s/ Imowitz Koenig & Co., LLP Imowitz Koenig & Co., LLP cc: Reynald Bonmati, President, Orthometrix, Inc. -----END PRIVACY-ENHANCED MESSAGE-----