-----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, TTc5eVlP2qSCXWDRZy8UL4H6kya0fwBWWb7HojsrS6FwOMdpR6I8zqAVHhDC2jMl 54QOsdKL709Fd8lLY/SNQQ== 0000936392-99-001431.txt : 19991215 0000936392-99-001431.hdr.sgml : 19991215 ACCESSION NUMBER: 0000936392-99-001431 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19991209 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19991214 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DOT HILL SYSTEMS CORP CENTRAL INDEX KEY: 0001042783 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER STORAGE DEVICES [3572] IRS NUMBER: 133460176 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-13317 FILM NUMBER: 99774035 BUSINESS ADDRESS: STREET 1: 6305 EL CAMINO REAL CITY: CARLSBAD STATE: CA ZIP: 92009 BUSINESS PHONE: 2129894455 MAIL ADDRESS: STREET 1: 6305 EL CAMINO REAL CITY: CARLSBAD STATE: CA ZIP: 92009 FORMER COMPANY: FORMER CONFORMED NAME: BOX HILL SYSTEMS CORP DATE OF NAME CHANGE: 19970722 8-K 1 FORM 8-K 1 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): DECEMBER 9, 1999 DOT HILL SYSTEMS CORP. ------------------------------------------------------ (Exact name of registrant as specified in its charter) NEW YORK ---------------------------------------------- (State or other jurisdiction of incorporation) 001-13317 13-3460176 --------------------- --------------------------------- (Commission File No.) (IRS Employer Identification No.) 6305 EL CAMINO REAL CARLSBAD, CALIFORNIA 92009 (Address of principal executive offices and zip code) Registrant's telephone number, including area code: (760) 931-5500 2 ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT. (a) Previous independent accountants (i) On December 9, 1999, Dot Hill Systems Corp (the "Company") dismissed Arthur Andersen LLP ("Arthur Andersen") as its independent accountants. (ii) The reports of Arthur Andersen on the Company's financial statements as of December 31, 1997 and 1998 and for each of the years in the three-year period ended December 31, 1998 contained no adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles. (iii) Effective August 2, 1999, the Company and Artecon, Inc. ("Artecon") were merged in a stock-for-stock transaction. Because the Company's headquarters, primary manufacturing facility and finance department were, following the merger, relocated to the former headquarters of Artecon in Carlsbad, California, the Board of Directors concluded that it would be more convenient to retain Deloitte & Touche LLP ("Deloitte & Touche"), the independent accountants of Artecon, as the Company's independent accountants. The Company's audit committee recommended that the Company dismiss Arthur Andersen and retain Deloitte & Touche as the Company's independent accountants. (iv) During the Company's two most recent fiscal years and through December 9, 1999, there have been no disagreements with Arthur Andersen 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 Andersen would have caused them to make reference thereto in their report. (v) During the two most recent fiscal years and through December 9, 1999, there have been no reportable events (as defined in Regulation S-K Item 304(a)(1) (v)). (vi) The Company has requested that Arthur Andersen furnish it with a letter addressed to the Securities and Exchange Commission (the "SEC") stating whether or not it agrees with the above statements. (b) New independent accountants (i) The Company engaged Deloitte & Touche as its new independent accountants effective December 10, 1999. During the two most recent fiscal years and through December 9, 1999, the Company has not consulted with Deloitte & Touche on items which (1) were or should have been subject to Statement of Auditing Standard No. 50 or (2) concerned the subject matter of a disagreement or reportable event with the former accountants (as described in Regulation S-K Item 304(a)(2)). 2. 3 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. EXHIBITS. 16.1 Letter dated December 9, 1999 from Arthur Andersen LLP, the Company's former accountants, to the Company. 16.2 Letter dated December 14, 1999 from Arthur Andersen LLP, the Company's former accountants, to the SEC. 3. 4 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. DOT HILL SYSTEMS CORP. By: /s/ Philip Black ----------------------------- Philip Black Co-Chief Executive Officer By: /s/ James L. Lambert ----------------------------- James L. Lambert Co-Chief Executive Officer Date: December 14, 1999 4. 5 INDEX TO EXHIBITS 16.1 Letter dated December 9, 1999 from Arthur Andersen LLP, the Company's former accountants, to the Company. 16.2 Letter dated December 14, 1999 from Arthur Andersen LLP, the Company's former accountants, to the SEC. 5. EX-16.1 2 EXHIBIT 16.1 1 EXHIBIT 16.1 [LETTERHEAD OF ARTHUR ANDERSEN LLP] December 9, 1999 Mr. James L. Lambert Co-Chief Executive Officer Dot Hill Systems Corp. 6305 El Camino Real Carlsbad, California 92009 Dear Jim: This is to confirm that the client-auditor relationship between Dot Hill Systems Corp. (Commission File No. 001-13317) and Arthur Andersen LLP has ceased. Very truly yours, /s/ ARTHUR ANDERSEN LLP Copy to: SEC Office of the Chief Accountant EX-16.2 3 EXHIBIT 16.2 1 EXHIBIT 16.2 [LETTERHEAD OF ARTHUR ANDERSEN LLP] December 14, 1999 Office of the Chief Accountant Securities and Exchange Commission 450 Fifth, N.W. Washington, D.C. 20549 Dear Sir/Madam: We have read paragraphs (i) through (vi) of Item 4(a) included in the Form 8-K dated December 9, 1999 of Dot Hill Systems Corp. filed with the Securities and Exchange Commission and are in agreement with the statements contained therein. Very truly yours, /s/ ARTHUR ANDERSEN LLP -----END PRIVACY-ENHANCED MESSAGE-----