SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
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 11, 1997
Serengeti Eyewear, Inc.
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(Exact name of Registrant as Specified in Charter)
New York 0-26022 11-2396918
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
8125 25th Court East
Sarasota, Florida 34243
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (941) 359-3599
Solar-Mates, Inc.
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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 11, 1997, Winter, Scheifley & Associates, P.C. declined to
stand for re-election as the Company's independent auditors, and on the same
date the Company appointed Bartnick, P.A. as its new independent auditors
commencing with the audit of the Company's consolidated financial statements for
the year ended December 31, 1996. The Company's financial statements for the
past two fiscal years and any interim period through February 11, 1997 did not
contain an adverse opinion or disclaimer of opinion, nor were they modified as
to uncertainty, audit scope or accounting principles. The decision to change
auditors was approved by the Company's Board of Directors at a meeting duly held
on February 6, 1997. There were no disagreements with such former auditors on
any matters of accounting principles or practices, financial statement
disclosure or auditing scope or procedure during the past two fiscal years or
any interim period through February 11, 1997. The Company did not consult with
its new independent auditors regarding any matters relating to periods prior to
their engagement. The Company has requested from its former auditors a letter
addressed to the Securities and Exchange Commission (the "Commission") stating
their agreement with the statements made by the Company in response to this Item
4. Such letter is attached hereto as Exhibit 16.
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Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial Statements of Business Acquired.
Appendix A to the Company's definitive Notice of and Proxy Statement for
Special Meeting of Shareholders filed with the Commission on January 10,
1997 in connection with the Company's Special Meeting of Shareholders held
on February 6, 1997 is incorporated herein by reference.
(b) Pro Forma Financial Information.
Pages 8 through 12 of the Company's definitive Notice of and Proxy Statement
for Special Meeting of Shareholders filed with the Commission on January 10,
1997 in connection with the Company's Special Meeting of Shareholders held
on February 6, 1997 is incorporated herein by reference.
(c) Exhibits.
Exhibit Number Exhibit Description
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*10 Revolving Line of Credit and Term Loan
Agreement dated as of February 13, 1997 by
and among the Company, SunTrust Bank, Central
Florida, National Association, individually
and as agent, and Creditanstalt-Bankverein
(Exhibits omitted; Registrant agrees to
furnish supplementally a copy of any exhibits
to the Commission upon request)
16 Letter on change in certifying accountant
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*Previously filed
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: February 28, 1997 SERENGETI EYEWEAR, INC.
By: /s/ Stephen Nevitt
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Stephen Nevitt
President
Exhibit 16
February 28, 1997
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Solar-Mates, Inc.
Dear Sir/Madam:
Pursuant to the request of the above referenced Company, we affirm that:
(1) We have read the Company's response to Item 4 of Form 8-K dated
February 11, 1997, as amended on this date, and
(2) We agree with the response.
Sincerely,
WINTER, SCHEIFLEY & ASSOCIATES, P.C.
