UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): February 16, 2005
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CROSSROADS SYSTEMS, INC.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware 000-30362 74-2846643
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(State of Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
8300 North MoPac Expressway, Austin, Texas 78759
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(Address of Principal Executive Offices) (Zip Code)
(Registrant's Telephone Number, Including Area Code) (512) 349-0300
N/A
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registration 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 February 16, 2005 our Audit Committee engaged Helin, Donovan, Trubee &
Wilkinson, LLP ("HDT&W") to serve as our independent public accountants. In
addition, on February 16, 2005 we terminated our audit relationship with our
former independent accountants, KPMG LLP (KPMG). Our engagement of KPMG was
terminated due to economic reasons. The change in auditors was effective
February 17, 2005. HDT&W will audit our financial statements for the fiscal year
ending October 31, 2005.
KPMG's audit reports on our consolidated financial statements for the past
two fiscal years did not contain an adverse opinion or disclaimer of opinion,
nor were they qualified or modified as to uncertainty, audit scope or accounting
principles., except that the report on the Company's consolidated financial
statements for the fiscal year ended October 31, 2004, made reference to the
Company's adoption of FIN 46 R.
In connection with its audits of the Company's consolidated financial
statements for the fiscal years ended October 31, 2004 and 2003 and through the
date of this Current Report on Form 8-K, there were no disagreements with KPMG
on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure which, if not resolved to KPMG's
satisfaction, would have caused them to make reference to the subject matter in
connection with their reports on our consolidated financial statements and
supporting schedules for such years; and there were no reportable events, as
listed in Item 304(a)(1)(v) of Regulation S-K.
We provided KPMG with a copy of the foregoing disclosures. Attached as
Exhibit 16.01 is a copy of KPMG's letter.
During the fiscal years ended October 31, 2004 and 2003 and through the
date of this Current Report on Form 8-K, we did not consult HDT&W or any other
accounting firm with respect to the application of accounting principles to a
specified transaction, either completed or proposed, or the type of the audit
opinion that might be rendered on our consolidated financial statements, or any
other matters or reportable events listed in Items 304(a)(2)(i) and (ii) of
Regulation S-K.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
16.01 Letter from KPMG LLP to the Securities and Exchange Commission dated
February 17, 2005
SIGNATURE
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.
CROSSROADS SYSTEMS, INC.
Dated: February 22, 2005 By: /s/ Rob Sims
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Rob Sims
President and Chief Executive Officer