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): August 7, 2001
Piranha, Inc.
(Exact name of registrant as specified in its charter)
Delaware 0-20190 36-3859518
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
33 N. LaSalle Street, 33rd Floor 60602
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 312-553-6666.
Information to be included in the report
Item 4. Changes in Registrant's Certifying Accountant.
On August 7, 2001, the accounting firm that purported to represent the
Company, Killman, Murrell & Co., P.C., was discharged by the Company.
Michael Killman, a principal of Killman, Murrell & Co., P.C., Killman,
Murrell & Co., P.C., among others, have been named defendants in a lawsuit filed
by the Company in the Circuit Court of Cook County, Illinois, Case No. 01 CH
12761 as more fully described in Item 5 below.
Item 5. Other Events.
By the vote of the stockholders of the Company owning a majority of the
issued and outstanding shares of Common Stock, Edward W. Sample has been removed
as a director of the Company. Also, to the extent Michael Steele and/or Michael
T. Churchill were or purported to be directors of the Company they have likewise
been removed. To the extent Robert A. Forrester purported to act as Company
counsel he has been discharged by the Company.
Messrs. Sample, Steele and Churchill have also been removed from all
positions they held or purported to have held with the Company or any of its
subsidiaries.
Richard S. Berger was elected as the sole director of the Company by the
stockholders of the Company owning a majority of the issued and outstanding
shares of Common Stock
On August 7, 2001, the Company and its subsidiary Zideo.com, Inc. filed a
lawsuit entitled Piranha, Inc. and Zideo.com, Inc. v. Edward W. Sample; Michael
Steele; Michael T. Churchill; Robert A. Forrester; Michael Killman; Killman,
Murrell & Co.; and SundayOnline.com, Inc. in the Circuit Court of Cook County,
Illinois, Case No. 01 CH 12761. The lawsuit alleges, inter alia, breach of
fiduciary duty and fraud against the individual defendants and breach of
contract against SundayOnLine.com, Inc. Damages of $500,000 are sought against
SundayOnLine.com, Inc. for breach of contract and against Messrs. Sample,
Steele, Churchill, Forrester, Killman and Killman, Murrell & Co. for their
alleged refusal to file suit against SundayOnLine.com, Inc. under the contract
alleged to have been breached as well as other matters. The lawsuit also seeks
$35,000,000 in damages from Messrs. Sample, Steele, Churchill, Forrester,
Killman and Killman, Murrell & Co. for allegedly issuing false and misleading
press releases about the Company which are alleged to have had a negative impact
on the price at which shares of Company Common Stock were traded. The lawsuit
also seeks to enjoin Messrs. Sample, Steele, Churchill, Forrester, Killman and
Killman, Murrell & Co. and others under their from acting in any capacity for
the Company and its subsidiaries whether as officer, director, attorney or
accountant.
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.
Piranha, Inc.
(Registrant)
Date: August 8, 2001 /s/ Richard S. Berger
Richard S. Berger, President