UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A1
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): June 20, 2005
GLOBAL AXCESS CORP
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(Exact name of registrant as specified in charter)
Nevada 000-17874 88-0199674
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
224 Ponte Vedra Park Drive, Ponte Vedra Beach, Florida 32082
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (904) 280-3950
Copies to:
Gregory Sichenzia, Esq.
Stephen M. Fleming, Esq.
Sichenzia Ross Friedman Ference LLP
1065 Avenue of the Americas
New York, New York 10018
Phone: (212) 930-9700
Fax: (212) 930-9725
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[_] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 4.01 Changes in Registrant's Certifying Accountant.
On June 20, 2005, Global Axcess Corp, a Nevada corporation (the
"Company"), notified Weinberg & Company, P.A. ("Weinberg"), its independent
public accountants, that it was terminating its services, effective as of that
date. Further, on June 23, 2005, the Company engaged Kirkland, Russ, Murphy &
Tapp, CPA ("Auditor") as its principal independent accountant. This decision to
engage Auditor was taken upon the unanimous approval of the Board of Directors
of the Company.
During the last two fiscal years ended December 31, 2004 and December 31,
2003 and through June 20, 2005, (i) there were no disagreements between the
Company and Weinberg on any matter of accounting principles or practices,
financial statement disclosure or auditing scope or procedure which, if not
resolved to the satisfaction of Weinberg would have caused Weinberg to make
reference to the matter in its reports on the Company's financial statements,
and (ii) Weinberg's report on the Company's financial statements did not contain
any adverse opinion, disclaimer of opinion, or modification or qualification of
opinion. During the last two most recent fiscal years ended December 31, 2004
and December 31, 2003 and through June 20, 2005, there were no reportable events
as the term described in Item 304(a)(1)(iv) of Regulation S-B.
During the two most recent fiscal years and through June 23, 2005 the
Company has not consulted with Auditor regarding either:
1. the application of accounting principles to any specified
transaction, either completed or proposed, or the type of audit
opinion that might be rendered on the Company's financial
statements, and neither a written report was provided to the Company
nor oral advice was provided that Auditor concluded was an important
factor considered by the Company in reaching a decision as to the
accounting, auditing or financial reporting issue; or
2. any matter that was either subject of disagreement or event, as
defined in Item 304(a)(1)(iv)(A) of Regulation S-B and the related
instruction to Item 304 of Regulation S-B, or a reportable event, as
that term is explained in Item 304(a)(1)(iv)(A) of Regulation S-B.
The Company has requested that Weinberg furnish it with a letter addressed
to the Securities and Exchange Commission stating whether it agrees with the
above statements. A copy of this letter is attached hereto to this amendment to
the Form 8K as Exhibit 16.1.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements of business acquired.
Not applicable.
(b) Pro forma financial information.
Not applicable.
(c) Exhibits.
Exhibit Number Description
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16.1 Letter from Weinberg & Company PA
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
GLOBAL AXCESS CORP
Dated: June 29, 2005 By: /s/ David Fann
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Name: David Fann
Title: President
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