SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
(AMENDMENT NO. 1)
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported) JULY 7, 1998
COSTA RICA INTERNATIONAL, INC.
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(Exact name of registrant as specified in its charter)
NEVADA
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(State or other jurisdiction of incorporation)
0-18222 87-0432572
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(Commission File Number) (IRS Employer Identification No.)
95 MERRICK WAY, SUITE 507
CORAL GABLES, FLORIDA 33134
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (305) 476-1757
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(Former name or former address, if changed since last report)
Page 1 of 4 Pages
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
As of July 7, 1998, Costa Rica International, Inc. (the "Company")
dismissed KPMG Peat Marwick LLP as its principal accountant to audit the
Company's financial statements. During the Company's two most recent fiscal
years and during the period from October 1, 1997 through July 7, 1998, the
Company and its former accountant had no disagreements on any matter of
accounting principles or practices, financial statement disclosure, or auditing
scope or procedures which, if not resolved to the former accountant's
satisfaction, would have caused it to make reference to such subject in
connection with its reports. During the past two fiscal years, the reports of
the Company's former accountant contained no adverse opinions or disclaimers of
opinion, nor were any reports qualified or modified as to uncertainty, audit
scope or accounting principles, nor were there any other disagreements or
reportable events with the Company's former accountant as described in Items
304(a)(1)(iv) or (v) of Regulation S-K under the Securities Act of 1933, as
amended. The decision to change accountants was approved by the Board of
Directors of the Company on July 7, 1998.
The Company engaged Arthur Andersen LLP as of July 7, 1998 by
resolution of the Board of Directors as its principal accountant to audit the
Company's financial statements. The Company's shareholders will have the
opportunity to approve the selection of Arthur Andersen LLP at their next annual
meeting for the fiscal year ended September 30, 1998.
In accordance with Item 304(a)(3) of Regulation S-K, the Company has
furnished KPMG Peat Marwick with a copy of this report on Form 8-K and has
requested KPMG Peat Marwick to furnish it with a letter addressed to the
Securities and Exchange Commission stating whether KPMG Peat Marwick agrees with
the statements made by the Company herein, and, if not, stating the respects in
which it does not agree. See the attached reply letters from KPMG Peat Marwick
as exhibits to this filing.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED
None.
(b) PRO FORMA FINANCIAL INFORMATION
None.
(c) EXHIBITS
16.1 Letter, dated July 21, 1998, from KPMG Peat Marwick to the
Company confirming termination of client-accountant
relationship.
16.2 Letter, dated July 30, 1998, from KPMG Peat Marwick to the
Commission stating its agreement with the statements made in the
Company's Form 8-K filed July 14, 1998.
Page 2 of 4 Pages
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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 thereunto duly authorized.
COSTA RICA INTERNATIONAL, INC.
Dated: July 31, 1998 By: /S/ CALIXTO CHAVES
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Calixto Chaves
President and Chief Executive Officer
Page 3 of 4 Pages
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EXHIBIT INDEX
EXHIBIT DESCRIPTION
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16.1 Letter, dated July 21, 1998, from KPMG Peat Marwick to the Company
confirming termination of client-accountant relationship.
16.2 Letter, dated July 30, 1998, from KPMG Peat Marwick to the
Commission stating its agreement with the statements made in the
Company's Form 8-K filed July 14, 1998.
EXHIBIT 16.1
[KPMG PEAT MARWICK LETTERHEAD]
Mr. Jorge Quesada
Chief Financial Officer
Rica Foods, Inc.
San Jose, Costa Rica
Dear Mr. Quesada:
This is to confirm that the client-auditor relationship between Rica Foods, Inc.
(formerly Costa Rica International, Inc.) and KPMG Peat Marwick has ceased.
Very truly yours,
/s/ KPMG Peat Marwick
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KPMG Peat Marwick
July 21, 1998
cc: Chief Accountant
Securities and Exchange Commission
EXHIBIT 16.2
[KPMG PEAT MARWICK LETTERHEAD]
Messrs.
Securities and Exchange Commission (SEC)
450 5th Street, N.W.
Washington, D.C. 20549
July 30, 1998
Dear Sir or Madam
We have read the statements made by Costa Rica International, Inc., which we
understand have been filed with the Commission, pursuant to Item 4 of Form 8-K,
as part of the Company's Form 8-K report dated July 14, 1998. We agree with the
statements concerning our Firm in such Form 8-K.
Sincerely
/s/ KPMG Peat Marwick
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KPMG Peat Marwick
July 30, 1998
cc: Mr. Jorge Quesada, Chief Financial Officer, Costa Rica International, Inc.
