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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): February 28, 2000
Azul Holdings Inc.
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(Exact Name of Registrant as Specified in its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
000-14747 04-2751102
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(Commission File Number) (I.R.S. Employer Identification No.)
30 New Crossing Road
Reading, MA 01867
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(Address of principal executive offices) (Zip Code)
(781) 756-4400
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(Registrant's telephone number including area code)
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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.
On February 28, 2000, Azul Holdings Inc. dismissed PricewaterhouseCoopers
LLP as its independent accountants. The Registrant's Audit Committee and Board
of Directors participated and approved the decision to change independent
accountants. The Registrant has appointed Richard A. Eisner & Company, LLP to
replace PricewaterhouseCoopers LLP as its independent accountants.
The reports of PricewaterhouseCoopers LLP on the financial statements for
the past two years contained no adverse opinion or disclaimer of opinion and
were not qualified or modified as to uncertainty, audit scope or accounting
principle, except that their report dated June 25, 1999, relating to their
audit of the financial statements for the year ending March 31, 1999, included
a separate paragraph regarding the Registrant's ability to continue as a going
concern and their report dated June 11, 1998, relating to their audit of the
financial statements for the year ending March 31, 1998, disclaimed an opinion
as a result of significant uncertainties regarding the Registrant's ability to
continue as a going concern.
In connection with its audits of the two most recent fiscal years and
through February 28, 2000, there have been no disagreements with
PricewaterhouseCoopers LLP 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 PricewaterhouseCoopers LLP
would have caused them to make reference thereto in their report on the
financial statements for such years.
The Registrant has supplied PricewaterhouseCoopers with a copy of this
Form 8-K in compliance with Item 304(a)(3) of Regulation S-K of the Securities
and Exchange Commission.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits. See Exhibit Index attached hereto.
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SIGNATURE
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: March 2, 2000
AZUL HOLDINGS INC.
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(Registrant)
By: /s/ Wendy Darland
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Wendy Darland
Vice President,
Chief Financial Officer,
Secretary and Treasurer
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EXHIBIT INDEX
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Exhibit
Number Description
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16 Letter from PricewaterhouseCoopers, L.L.P. pursuant to Item 304(a)(3) of
Regulation S-K of the Securities and Exchange Commission
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EXHIBIT 16
February 29, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Commissioners:
We have read the statements made by Azul Holdings Inc. (copy attached), which
we understand will be filed with the Commission, pursuant to Item 4 of Form
8-K, as part of the Company's Form 8-K report dated February 28, 2000. We agree
with the statements concerning our Firm in such Form 8-K.
Very truly yours,
/s/ PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
