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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): April 4, 2001
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Netgateway, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware
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(State of Other Jurisdiction of Incorporation)
000-27941 87-0591719
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(Commission File Number) (IRS Employer Identification No.)
754 East Technology Avenue, Orem, Utah 84097
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(Address of Principal Executive Offices) (Zip Code)
801.227.0004
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(Registrant's Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed Since Last Report)
Item 4. Changes in Registrant's Certifying Accountant
On April 4, 2001, the registrant engaged Richard A. Eisner & Company, LLP as its
independent auditor concurrent with its termination of Grant Thornton, LLP. The
registrant's Board of Directors approved the engagement of Richard A. Eisner &
Company as its independent auditors with respect to the registrant's fiscal year
ending June 30, 2001. Grant Thornton was retained on an interim basis to replace
KPMG, LLP. KMPG was previously terminated as more fully described in the
Company's Form 8-K filed with the Securities and Exchange Commission on January
22, 2001.
Effective upon the appointment of Richard A. Eisner & Company, LLP, the
registrant, with the authorization of its board of directors, dismissed Grant
Thornton, LLP which had served as the registrant's independent accountants since
January 22, 2001. Grant Thornton reviewed the registrant's financial statements
for the quarter ended December 31, 2000, but did not issued any reports on the
financial statements for the registrant. The registrant requested that Grant
Thornton furnish it with a letter addressed to the Securities and Exchange
Commission stating whether or not it agrees with the above statements. A copy of
the letter received by the registrant from Grant Thornton with respect to the
registrant's request, addressed to the Securities and Exchange Commission, is
filed as Exhibit 16.1 to this Form 8-K.
During the most recent fiscal year and through April 4, 2001, the registrant had
not consulted with Richard A. Einser & Company, 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 registrant's financial statements, and neither a written report was provided
to the registrant nor oral advice was provided that Richard A. Eisner & Company,
LLP concluded was an important factor considered by the registrant in reaching a
decision as to the accounting, auditing or financial reporting issue; or (ii)
any matter that was either the subject of a disagreement, as that 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 defined in
Item 304 (a) (1) (v) of Regulation S-K.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements. Not Applicable.
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(b) Pro Forma Financial Information. Not Applicable.
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(c) Exhibits:
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16.1 Letter from Grant Thornton to Securities and Exchange
Commission dated April [ ], 2001
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.
Netgateway, Inc.
Date: April 4, 2001 By: /s/ Frank C. Heyman
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Frank C. Heyman, Chief Financial Officer