SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported) January 16, 1997
MAKO MARINE INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Florida 0-26618 65-0501535
(State or other jurisdiction (Commission (IRS Employer
or incorporation) File Number) Identification No.)
4355 N.W. 128th Street
Miami, Florida 33054
(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area code) (305)685-6591
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Item 4. Changes in Registrant's Certifying Accountant
On January 29, 1997, Registrant engaged Arthur Andersen LLP as its new
independent accountant, replacing BDO Seidman, LLP (the "Former Accountant")
which Former Accountant had served as the Registrant's independent accountant.
The decision to change accountants was unanimously approved by the Board of
Directors of the Registrant.
The Report of the Former Accountant on the financial statements of the
Registrant for its fiscal year ended June 29, 1996 stated that in view of the
recurring losses suffered by the Mako and its negative cash flow from
operations, substantial doubt existed as to the Mako's ability to continue as a
going concern. No adverse opinion or disclaimer of opinion, or modification as
to uncertainty, audit scope or accounting principles was contained in or
modified with respect to the Report of the Former Accountant for the
Registrant's fiscal year ended July 1, 1995 (an eleven month period); however,
the Former Accountant stated in its Report on Registrant's fiscal 1995 that
because the Registrant's acquisition of its boat business from Mako Marine, Inc.
(on August 2, 1994) was accounted for as a purchase, the financial information
for the period after the completion of the transaction was presented on a
different cost basis than that for the period prior to the transaction and
accordingly, was not comparable. There were no disagreements with the Former
Accountant with respect to Registrant's fiscal 1996 or fiscal 1995, whether or
not resolved, on any manner of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which, if not resolved to
the satisfaction of the Former Accountant, would have caused it to make
reference to the subject matter of the disagreement(s) in connection with its
Report.
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Item 7. Financial Statements and Exhibits.
(a) Financial Statements - It is currently impracticable to
provide the required financial statements. The required
financial statements will be filed as an amendment to this
form as soon as practicable, but in no event later than April
1, 1997.
(b) Pro forma financial information. - It is currently
impracticable to provide the required pro forma financial
information. The required pro forma financial information will
be filed as an amendment to this form as soon as practicable,
but in no event later than April 1, 1997.
(c) Exhibits - See Exhibit Index.
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SIGNATURE
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Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report, as amended, to be signed on its
behalf by the undersigned thereunto duly authorized.
Date: February 18, 1997
MAKO MARINE INTERNATIONAL, INC.
By: /s/ Douglas W. Baena
Title: President and Chief Executive Officer
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EXHIBIT INDEX
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Exhibit Number Description
- -------------- -----------
2.1 Mako Stock Purchase Agreement.*
2.2 CAVC Stock Purchase Agreement.*
2.3 Letter dated December 4, 1996.*
2.4 Letter Agreement dated January 16, 1997.**
2.5 Escrow Agreement dated January 16, 1997 among
SunTrust Bank, Miami, N.A., as escrow agent, Mako,
CAVC and Tracker.**
2.6 Amendment dated January 16, 1997 to Douglas W.
Baena Employment Agreement.**
2.7 Employment Agreement dated July 1, 1996 between
Mako and Hugh Landon Russ, Jr.**
2.8 Amendment dated January 16, 1997 to Hugh Landon
Russ, Jr. Employment Agreement.**
2.9 Amendment dated January 16, 1997 to Lawrence Tierney
Employment Agreement.**
2.10 Letter from BDO Seidman dated February 17, 1997
regarding Mako's change of independent accountants,
filed herewith.
* Filed as an Exhibit to Mako's Form 8-K, dated December 13, 1996.
** Filed as an Exhibit to Mako's Form 8-K, dated January 30, 1997, which Form
8-K is amended hereby.
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February 17, 1997
Securities and Exchange Commission
450 5th Street NW
Washington, D.C. 20549
Gentlemen:
We have been furnished with a copy of the response to Item 4 of Form 8-K/A
for the event that occurred on January 29, 1997, to be filed by our former
client, Mako Marine International, Inc. We agree with the statements made in
response to that Item insofar as they relate to our firm.
Very truly yours,
/s/ BDO Seidman, LLP
