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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): MARCH 27, 1998
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CAPITAL FACTORS HOLDING, INC.
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(Exact name of registrant as specified in its charter)
FLORIDA
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(State or other jurisdiction of incorporation)
0-20863 65-0500757
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(Commission File Number) (IRS Employer Identification No.)
120 EAST PALMETTO PARK ROAD, SUITE 500
BOCA RATON, FLORIDA 33432
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(Address of principal executive offices) (Zip Code)
Registrant's telephon number, including area code (561) 368-5011
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NOT APPLICABLE
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(Former name or former address, if changed since last report)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
The independent certified public accountant for Capital Factors
Holding, Inc. and its subsidiaries (the "Company") for the last ten fiscal years
was Deloitte & Touche LLP ("Deloitte"). On March 27, 1998, the Company decided
not to continue Deloitte's engagement as its independent certified public
accountant and engaged the firm of Price Waterhouse LLP to serve as its
independent certified public accountant for the 1998 fiscal year. Price
Waterhouse LLP is the independent certified public accountant for Union Planters
Bank of Florida, which currently owns approximately 81% of the Company's
outstanding shares. The Company's decision to change accountants was made by the
Board of Directors upon the recommendation of the Audit Committee.
Deloitte's report on the Company's financial statements for each of the
fiscal years ended December 31, 1997 and 1996 did not contain an adverse opinion
or a disclaimer of opinion, nor was it qualified or modified as to uncertainty,
audit scope or accounting principles.
In connection with the audits of the Company's financial statements for
each of the fiscal years ended December 31, 1997 and 1996, there were no
disagreements with Deloitte on any matters of accounting principles or
practices, financial statement disclosure or auditing scope or procedure, which
if not resolved to the satisfaction of Deloitte, would cause Deloitte to make
reference to the matter in its report on the Company's financial statements for
such periods.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this amendment to be signed on its behalf by the
undersigned thereunto duly authorized.
CAPITAL FACTORS HOLDING, INC.
Dated: March 30, 1998 By: /s/ Dennis A. McDermott
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Dennis A. McDermott, Executive Vice
President and Chief Financial Officer
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CAPITAL FACTORS HOLDING, INC.
CURRENT REPORT ON FORM 8-K
INDEX TO EXHIBITS
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SEQUENTIAL
EXHIBIT DESCRIPTION PAGE NUMBER
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16.1 Letter from Deloitte & Touche LLP to the Securities and Exchange
Commission
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EXHIBIT 16.1
March 30, 1998
Securities and Exchange Commission
Mail Stop 9-5
450 5th Street, N.W.
Washington, D.C. 20549
Dear Sirs/Madams:
We have read and agree with the comments in Item 4 of Form 8-K of Capital
Factors Holding, Inc. dated March 27, 1998.
Yours truly,
/s/ Deloitte & Touche LLP