UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
Amendment No. 2
Current Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): July 30, 2002
NOVO NETWORKS, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware 0-28579 75-2233445
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification Number)
2311 Cedar Springs Road, Suite 400,
Dallas, Texas 75201
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (214) 777-4100
300 Crescent Court, Suite 1760, Dallas, Texas 75201
(Former Name or Former Address, if Changed Since Last Report)
Introductory Note. The Registrant filed a Current Report on Form 8-K with the
Commission on August 2, 2002 and an 8-K/A on August 22, 2002, in each case,
reporting the dismissal of Arthur Andersen LLP as its independent outside
auditor. This 8-K/A has been filed by the Registrant to clarify the fact that
BDO Seidman LLP served as the Registrant's independent auditor prior to Arthur
Andersen LLP. All prior references to BDO Seidman LLP were for historical
reference only.
Item 4. Changes in Registrant's Certifying Accountant
(a) Information required by Item 304(a)(1) of Regulation S-K.
(i) On July 30, 2002, the Registrant dismissed Arthur Andersen LLP
as the Registrant's independent accountant.
(ii) Arthur Andersen LLP previously served as the Registrant's
independent outside auditor since January 2, 2001. For the year
ended June 30, 2001, Arthur Andersen LLP's audit report did not
contain any adverse opinion or a disclaimer of opinion nor was
it qualified or modified as to audit scope or accounting
principles, except that such report did state that substantial
doubt existed that the Registrant could continue as a going
concern.
(iii) The Registrant's Audit Committee and Board of Directors
unanimously recommended the dismissal of Arthur Andersen LLP as
its independent accountant.
(iv) During the period from January 2, 2001 through the end of the
Registrant's fiscal year ended June 30, 2001, and the subsequent
interim period from July 1, 2001 to July 30, 2002 (the date of
the referenced dismissal), there were no disagreements between
the Registrant and Arthur Andersen 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 Arthur Anderson LLP,
would have caused it to make reference to the subject matter of
the disagreement in its report.
(v) During the period from January 2, 2001 through the end of the
Registrant's fiscal year ended June 30, 2001, and the subsequent
interim period from July 1, 2001 to July 30, 2002 (the date of
the referenced dismissal), there have been no reportable events
(as defined in regulation S-K Item 304(a)(1)(v)).
(b) Effective July 30, 2002, Grant Thornton LLP was approved by the
Registrant's Audit Committee and Board of Directors as the new
independent accountant. Management has not previously consulted with
Grant Thornton LLP concerning any accounting, auditing or reporting
matter.
(c) The Registrant requested that Arthur Andersen LLP provide it with a
letter addressed to the SEC stating whether or not it agrees with the
above statements. Arthur Andersen LLP cited a newly adopted policy
against providing such letters and refused the Registrant's request.
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: September 5, 2002 /s/ Barrett N. Wissman
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Name: Barrett N. Wissman
Title: President
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