Attached files
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EX-16.1 - GLOBAL AXCESS CORP | v204978_ex16-1.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported)
|
November
15, 2010
|
GLOBAL
AXCESS CORP.
|
(Exact
name of registrant as specified in its
charter)
|
Nevada
|
000-17874
|
88-0199674
|
(State
or other jurisdiction
of
incorporation)
|
(Commission
File Number)
|
(IRS
Employer
Identification
No.)
|
7800
Belfort Parkway, Suite 165, Jacksonville, Florida
|
32256
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area code
|
(904)
280-3950
|
N/A
|
(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 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))
Explanatory
Note
This Current Report on Form 8-K/A is
being filed solely to add certain information unintentionally omitted from the
Current Report on Form 8-K filed with the Securities and Exchange Commission on
November 22, 2010.
Item
4.01 Changes in Registrant’s Certifying
Accountant.
Global Axcess Corp. (the “Company”)
appointed Mayer Hoffman McCann P.C. – KRMT Tampa Bay Division as the Company’s
new auditor as approved by the Company’s board of directors on November 19,
2010. The Company was notified that the shareholders of Kirkland,
Russ, Murphy & Tapp, P.A. (“KRMT”), the independent registered public
accounting firm engaged by the Company on June 23, 2005, became shareholders of
Mayer Hoffman McCann P.C. pursuant to an asset purchase agreement effective
November 1, 2010. As a result of the transaction, KRMT resigned on
November 15, 2010 and now operates under the name Mayer Hoffman McCann
P.C.
During the Company’s two most recent
fiscal years ended December 31, 2009 and through the date of this Current Report
on Form 8-K, the Company did not consult with Mayer Hoffman McCann P.C.
regarding any of the matters or reportable events set forth in Item 304
(a)(2)(i) and (ii) of Regulation S-K.
The audit reports of KRMT on the
consolidated financial statements of the Company as of, and for the two most
recent fiscal years ended December 31, 2009 and December 31, 2008, did not
contain an adverse opinion or a disclaimer of opinion, and were not qualified,
or modified, as to uncertainty, audit scope or accounting
principles.
In connection with the audits of the
Company’s consolidated financial statements for each of the two most recent
fiscal years ended December 31, 2009 and December 31, 2008, and through the date
of this Current Report on Form 8-K, there were (i) no disagreements between the
Company and KRMT on any matters of accounting principles or practices, financial
statement disclosure, or auditing scope or procedures, which disagreements, if
not resolved to the satisfaction of KRMT, would have caused KRMT to make
reference to the subject matter of the disagreement in their reports on the
Company’s financial statements for such years, or for any reporting period,
since the Company’s last fiscal year end and (ii) no reportable events within
the meaning set forth in Item 304(a)(1)(v) of Regulation S-K.
The Company has provided KRMT a copy of
the revised disclosures in this Current Report on Form 8-K/A and has requested
that KRMT furnish it with a letter addressed to the Securities and Exchange
Commission stating whether or not KRMT agrees with the Company’s statements in
this Item 4.01. A copy of the letter dated December 9, 2010 furnished
by KRMT in response to that request is filed as Exhibit 16.1 to this Current
Report on Form 8-K/A.
Item
9.01 Financial Statements and
Exhibits.
(d) Exhibits.
|
16.1
|
Letter
from Kirkland, Russ, Murphy & Tapp P.A. to the U.S. Securities and
Exchange Commission, dated as of December 9, 2010, stating its agreement
with the statements made in this
report.
|
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.
GLOBAL
AXCESS CORP.
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By:
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/s/ Michael J. Loiacono
|
||
Name:
|
Michael
J. Loiacono
|
||
Title:
|
Chief
Financial Officer
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Dated: December
9, 2010