UNITED STATES
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): November 7, 2005
INTEGRATED DATA CORP.
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(Exact name of Registrant as specified in charter)
Delaware 0-31729 23-2498715
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) Number)
220 Commerce Drive, Suite 300, Fort Washington, PA 19034
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(Address of principal executive offices) (Zip Code)
484-212-4137
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(Registrant's telephone number, including area code)
625 W. Ridge Pike, Suite C-106, Conshohocken, Pennsylvania 19428
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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 registrant under any of
the following provisions (see General Instruction A.2 below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act
[ ] Pre-commencement communication pursuant to Rule 13e-4(c) under the
Exchange Act
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FORWARD LOOKING STATEMENTS
This Form 8-K and other reports filed by Registrant from time to time with
the Securities and Exchange Commission (collectively the "Filings") contain
or may contain forward looking statements and information that are based upon
beliefs of, and information currently available to, Registrant's management
as well as estimates and assumptions made by Registrant's management. When
used in the filings the words "anticipate", "believe", "estimate", "expect",
"future", "intend", "plan" or the negative of these terms and similar
expressions as they relate to Registrant or Registrant's management identify
forward looking statements. Such statements reflect the current view of
Registrant with respect to future events and are subject to risks,
uncertainties, assumptions and other factors relating to Registrant's
industry, Registrant's operations and results of operations and any
businesses that may be acquired by Registrant. Should one or more of these
risks or uncertainties materialize, or should the underlying assumptions
prove incorrect, actual results may differ significantly from those
anticipated, believed, estimated, expected, intended or planned.
Although Registrant believes that the expectations reflected in the forward
looking statements are reasonable, Registrant cannot guarantee future
results, levels of activity, performance or achievements. Except as required
by applicable law, including the securities laws of the United States,
Registrant does not intend to update any of the forward-looking statements to
conform these statements to actual results.
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Item 4.01 CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(1) Previous Independent Auditors
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(i) On November 7, the Board of Directors of Integrated Data Corp. (the
"Company") accepted the resignation of Cogen Sklar, LLP, ("Cogen Sklar") as
independent auditor for the Company.
(ii) Management of the Company has not had any disagreements with Cogen
Sklar related to any matter of accounting principles or practices, financial
statement disclosure or auditing scope or procedure. For the two years ended
June 30, 2004 and 2003 and through the acceptance of Cogen Sklar's
resignation on November 7, 2005, there has been no disagreement between the
Company and Cogen Sklar on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure, which
disagreement, if not resolved to the satisfaction of Cogen Sklar would have
caused it to make a reference to the subject matter of the disagreement in
connection with its reports.
(iii) The Company's Board of Directors participated in and approved the
decision to change independent accountants. Cogen Sklar's audits of the
Company's financial statements on Form 10-K for the years ending June 30,
2004 and 2003 contained no adverse opinion or disclaimer of opinion and was
not qualified or modified as to audit scope or accounting principles.
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(iv) In connection with its review of financial statements through March
31, 2005, there have been no disagreements with Cogen Sklar 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 Cogen Sklar would have caused them to make reference thereto
in their report on the financial statements.
(v) During the most recent review period and the interim period
subsequent to November 7, 2005, there have been no reportable events with the
Company as set forth in Item 304(a)(i)(v) of Regulation S-K.
(vi) The Company requested that Cogen Sklar furnish it with a letter
addressed to the SEC stating whether or not it agrees with the above
statements. A copy of such letter is filed as an Exhibit to this Form 8-K.
(2) New Independent Auditors
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(i) The Company engaged, Webb & Company, P.A. of Boynton Beach,
Florida, as its new independent auditors as of November 8, 2005. Prior to
such date, the Company, did not consult with Webb & Company, P.A. regarding
(i) the application of accounting principles, (ii) the type of audit opinion
that might be rendered by Webb & Company, P.A. or (iii) any other matter that
was the subject of a disagreement between the Company and its former auditor
as described in Item 304(a)(1)(iv) of Regulation S-B.
Item 9.01 Financial Statements and Exhibits.
(a) Financial Statements:
None.
(b) Exhibits:
Exhibit 23.1 Letter from Cogen Sklar LLP
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Signatures
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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.
INTEGRATED DATA CORP.
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(Registrant)
Date: November 14, 2005
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By: /s/David C. Bryan
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David C. Bryan
Chief Executive Officer &
President
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