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): September 13, 2000
SHELLS SEAFOOD RESTAURANTS, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 0-28258 65-0427966
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
16313 N. DALE MABRY HIGHWAY, SUITE 100, TAMPA, FLORIDA 33618
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (813) 961-0944
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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
On September 13, 2000, Deloitte & Touche LLP ("Deloitte") was dismissed
from its role as the independent accountants of Shells Seafood Restaurants, Inc.
(the "Company") and the Audit Committee of the Company's Board of Directors
[recommended/approved] the dismissal. Deloitte's reports on the Company's
financial statements for the years ended January 2, 2000 and December 31, 1998
contained no adverse opinion or a disclaimer of opinion, and were not 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 two fiscal years ended January 2, 2000 and December 31,1998 and
during the most recent interim period preceding Deloitte's dismissal, there were
no disagreements between the Company and Deloitte 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 Deloitte
would have caused it to make reference to the subject matter of the disagreement
in connection with its report. The Company has requested that Deloitte furnish
it a letter addressed to the Commission stating whether it agrees with the above
statements. A copy of that letter, dated September 19, 2000, is filed as Exhibit
16.1 to this Form 8-K.
Kirkland, Russ, Murphy and Tapp, LLP ("Kirkland, Russ") has been
retained as the Company's new independent accountants and the decision to engage
Kirkland, Russ as the Company's accountants was recommended by the Audit
Committee of the Company's Board of Directors and approved by the Board.
Kirkland, Russ is expected to issue a report on the Company's financial
statements for the year ended December 31, 2000.
During the last two fiscal years and the subsequent interim period to
the date hereof, the Company did not consult Kirkland, Russ regarding any of the
matters or events set forth in Item 304(a)(2) of Regulation S-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
16.1 Letter re Change in Certifying Accountant, dated
September 19, 2000.
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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 thereunto duly authorized.
SHELLS SEAFOOD
RESTAURANTS, INC.
Date: September 19, 2000 By /s/ WARREN R. NELSON
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Warren R. Nelson
Executive Vice President and
Chief Financial Officer
