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
July 3, 2003
Date of Report (Date of earliest event reported)
IMP, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-15858 94-2722142
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State or other jurisdiction Commission IRS Employer
Of incorporation File Number Identification Number
2830 North First Street, San Jose, CA 95134
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code: (408) 432-9100
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS
On June 26, 2003, IMP, Inc., a Delaware corporation (the "Company") was
notified by its independent certified public accountants, BDO Seidman, LLP that
effective June 26, 2003, BDO Seidman, LLP has resigned as the Company's
independent certified public accountants.
The report of BDO Seidman, LLP, dated July 12, 2002, on the Company's
financial statements for the fiscal year ended March 31, 2002, contained an
explanatory paragraph that stated that "the Company continues to experience
severe liquidity problems and absorb cash in its operating activities and, as of
March 31, 2002, the Company has a working capital deficiency, is in default
under the terms of certain financing agreements, is delinquent in the payment of
its federal employment taxes, and has limited financial resources available to
meet its immediate cash requirements. These matters raise substantial doubt
about the Company's ability to continue as a going concern. Management's plans
in regard to these matters are also described in Note 1. The financial
statements do not include any adjustments that might result from the outcome of
this uncertainty." Except as set forth in the immediately preceding sentence,
the report of BDO Seidman, LLP on the Company's financial statements for the
fiscal year ended March 31, 2002 did not contain any adverse opinion or
disclaimer of opinion and was not qualified or modified as to uncertainty, audit
scope or accounting principles. The Company's financial statements for the
fiscal year ended March 31, 2001 were audited by KPMG LLP and the information
required to be reported in connection with the dismissal of KPMG LLP was
included in a Current Report on Form 8-K filed on June 19, 2002 (as amended on
July 5, 2002).
During the Company's most recent fiscal year and the subsequent period
through June 26, 2003, there were no disagreements with BDO Seidman, LLP on any
matter of accounting procedures, or practices, financial statement disclosure,
or auditing scope or procedures, which disagreement, if not resolved to the
satisfaction of the former accountant, would have caused it to make reference to
the subject matter of the disagreement in connection with its report.
BDO Seidman, LLP advised the Company and its Audit Committee by letter
dated July 12, 2002, of certain matters that it considered to be material
weaknesses in the Company's internal control and its operation, including
inadequate cut-off procedures over sales and shipping; inadequate control
procedures over the receipt and application of payments received from customers;
lack of timely analysis and reconciliation of sub-ledger accounts to the general
ledger; and lack of readily available documentation to support all Company
transactions. The Company has authorized BDO Seidman, LLP to discuss the subject
matter of each material weakness identified with any successor auditor
subsequently engaged as the principal accountant to audit the Company's
financial statements.
In accordance with the rules of the Securities and Exchange
Commission, the Company has requested BDO Seidman, LLP to furnish the Company
with a letter addressed to the Securities and Exchange Commission stating
whether it agrees with the above statements. A copy of such letter will be filed
in an amendment to this Form 8-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements of business acquired: N/A
(b) Pro forma financial information: N/A
(c) Exhibits. To be filed in an amendment to this Form 8-K.
Exhibit Number Description of Exhibit
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16.1 Letter of BDO Seidman, LLP
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.
Date: July 3, 2003
IMP INC.
By /s/ Subbarao Pinamaneni
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Subbarao Pinamaneni, CEO