-----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, TDaWus5K6kwrN+wbaKLu35j8EwRx10kGUAiqv9ghapNwx1T2KPUpGONEyFEURulb bzCdfda2EDzqiRNGRi3xvg== 0001017951-98-000161.txt : 19980701 0001017951-98-000161.hdr.sgml : 19980701 ACCESSION NUMBER: 0001017951-98-000161 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980619 ITEM INFORMATION: ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19980630 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: GLOBAL MED TECHNOLOGIES INC CENTRAL INDEX KEY: 0001009463 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT SERVICES [8741] IRS NUMBER: 841116894 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: SEC FILE NUMBER: 000-22083 FILM NUMBER: 98657623 BUSINESS ADDRESS: STREET 1: 12600 W COLFAX STREET 2: SUITE 500 A CITY: LAKEWOOD STATE: CO ZIP: 80215 BUSINESS PHONE: 3032382000 MAIL ADDRESS: STREET 1: 12600 WEST COLFAX AVENUE STREET 2: SUITE A500 CITY: LAKEWOOD STATE: CO ZIP: 80125-3737 8-K/A 1 AMENDMENT NO.1 TO JUNE 19, 1998 FORM 8-K 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 JUNE 19, 1998 ---------------- (Date of Report) GLOBAL MED TECHNOLOGIES, INC. ------------------------------------------------------ (Exact Name of Registrant as specified in its charter) Colorado 0-22083 84-1116894 - ---------------------------- ------------ ------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 12600 WEST COLFAX, SUITE A-500, LAKEWOOD, CO 80215 ----------------------------------------------------------- (Address of principal executive offices including zip code) (303) 238-2000 ---------------------------------------------------- (Registrant's telephone number including area code) N/A ------------------------------------------------------------- (Former name or former address, if changed since last report) ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT - ------------------------------------------------------ (a) (i) On June 19, 1998, in response to a request for proposal by Global Med Technologies, Inc. (the "Company") for auditing services, the accounting firm of Ernst & Young LLP notified the Company that Ernst & Young LLP had declined to stand for re-election to perform the Company's 1998 audit and has resigned as the Company's auditor. Ernst & Young LLP acted as the independent accountants for the Company for the years ended December 31, 1994, 1995, 1996 and 1997. (ii) Ernst & Young LLP's reports on the Company's financial statements for either of the two most recent fiscal years did not contain an adverse opinion or disclaimer of opinion, or was modified as to uncertainty, audit scope or accounting principles. (iii) Not applicable. (iv) In connection with the audits of the Company's financial statements for the fiscal years ended December 31, 1997 and 1996, and any subsequent interim period through June 19, 1998, there were no disagreements with Ernst & Young LLP on any matters of accounting principles or practices, financial statement disclosure, or auditing scope and procedures which, if not resolved to the satisfaction of Ernst & Young LLP, would have caused Ernst & Young LLP to make reference to the matter in their report. There were no "reportable events" as that term is described in Item 304(a)(1)(iv) of Regulation S-B. The Company has requested Ernst & Young LLP to furnish it a letter addressed to the Commission stating whether it agrees with the above statements. A copy of that letter, dated June 30, 1998, is filed as Exhibit 16 to this Current Report on Form 8-K. (b) The Company has not yet engaged an accounting firm to act as certifying accountants for the year ending December 31, 1998. ITEM 5. OTHER EVENTS - --------------------- In April 1998, the Company entered into a loan agreement with Heng Fung Finance Company Limited ("Heng Fung") and a line of credit agreement with Fronteer Capital Inc. ("Fronteer"). As part of the loan transactions, the lenders have the right to appoint five members to the Company's Board of Directors, which were appointed on May 26, 1998. Appointed as Directors were Fai H. Chan, Jeffrey M. Busch, Robert L. Long, Robert H. Trapp and Kwok Jen Fong. The lender's designees constitute a majority of the present Board of Directors, and will be able to shape the policies and procedures of the Company, to determine when and if dividends would be paid, and to determine the circumstances under which the Company may be sold or merged, along with other important corporate decisions. The following sets forth biographical information concerning the Company's five new directors for at least the past five years: -2- FAI H. CHAN has been a Director of Fronteer Financial Holdings, Inc., ("Fronteer Financial") since December 26, 1997 and Chairman of the Board of Directors and President since February 1998. Mr. Chan is the Chairman and Managing Director of Heng Fung Holdings Company Limited and has been a Director of Heng Fung Holdings Company Limited since September 1992. Mr. Chan was elected Managing Director of Heng Fung Holdings Company Limited in May 1995 and Chairman in June 1995. Heng Fung Holdings Company Limited's primary business activities include real estate investment and development, merchant banking, the manufacturing of building material machinery, pharmaceutical products and retail fashion. Mr. Chan has been the President and a Director of Powersoft Technologies, Inc. (formerly, Heng Fai China Industries, Inc.), which owns various industrial companies, since June 1994 and Chief Executive Officer thereof since June 1995; a Director of Intra-Asia Equities, Inc., a merchant banking company, since June 1993; Executive Director of Hua Jian International Finance Co., Ltd. from December 1994 until December 1996; and Chairman of the Board of Directors of American Pacific Bank since March 1988 and Chief Executive Officer thereof between April 1991 and April 1993. JEFFREY M. BUSCH has been a practicing attorney for at least the last five years. Mr. Busch has also been a Director of Fronteer Financial since February 1998. ROBERT L. LONG has been the Senior Vice President of the Corporate Finance Division of RAF Financial Corporation ("RAF") since 1990. Mr. Long became a Director of Fronteer Financial in May 1995, when RAF became a wholly owned subsidiary of Fronteer Financial, and became the Secretary of Fronteer Financial in February 1996. ROBERT H. TRAPP has been a Director of Fronteer Financial since December 1997, and the Managing Director since February 1998. Mr. Trapp has been a director of Heng Fung Holdings Company Limited since May 1995; a Director of Inter-Asia Equities, Inc., a merchant banking company, since February 1995 and the Secretary thereof since April 1994; Director, Secretary and Treasurer of Powersoft Technologies, Inc., which owns various industrial companies; and the Canadian operational manager of Pacific Concord Holding (Canada) Ltd. of Hong Kong, which operates in the consumer products industry, from July 1991 until November 1997. KWOK JEN FONG has been a Director of Fronteer Financial since February 1998 and a Director of Heng Fung Holdings Company Limited since May 1995. Mr. Fong has been a practicing solicitor in Singapore for at least the last five years. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS - --------------------------------------------------------------------------- (a) The following exhibits are filed with this report: Exhibit 16 Statement of Ernst & Young LLP, prior certifying accountant, in response to the information disclosed herein. -3- 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, thereunto duly authorized. Date: June 30, 1998 GLOBAL MED TECHNOLOGIES, INC. By /s/ MICHAEL I. RUXIN ---------------------------------- Michael I. Ruxin, Chief Executive Officer -4- EX-16 2 STATEMENT OF ERNST & YOUNG LLP EXHIBIT 16 TO FORM 8-K June 30, 1998 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549 Gentlemen: We have read Item 4 of Form 8-K dated June 19, 1998 of Global Med Technologies, Inc. and are in agreement with the statements contained in paragraphs Item 4. (a)(i), (ii) and (iv) on the pages therein. We have no basis to agree or disagree with other statements of the registrant contained therein. /S/ERNST & YOUNG LLP -----END PRIVACY-ENHANCED MESSAGE-----