SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 12b-25
Notification of Late Filing
Commission File Number 0-26618
(Check one)
|X| Form 10-K and Form 10-KSB |_| Form 11-K
|_| Form 20-F |_| Form 10-Q and Form 10-QSB |_| Form N-SAR
For period ended June 28, 1997
|_| Transition Report on Form 10-K and Form 10-KSB
|_| Transition Report on Form 20-F
|_| Transition Report on Form 11-K
|_| Transition Report on Form 10-Q and Form 10-QSB
|_| Transition Report on Form N-SAR
For the transition period ended________________________________________
Nothing in this form shall be construed to imply that the Commission
has verified any information contained herein.
If the notification relates to a portion of the filing checked above,
identify the item(s) to which the notification relates:_________________________
________________________________________________________________________________
Part I
Registrant Information
Mako Marine International, Inc.
(Full name of registrant)
4355 N.W. 128th Street
(Address of principal executive office)
Miami, Florida 33054
(City, state and zip code)
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Part II
Rule 12b-25(b) and (c)
If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check appropriate box.)
|X| (a) The reasons described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or expense;
|X| (b) The subject annual report, semi-annual report, transition
report on Forms 10-K, 10-KSB, 20-F, 11-K or Form N-SAR, or portion thereof will
be filed on or before the 15th calendar day following the prescribed due date;
or the subject quarterly report or transition report on Form 10-Q, 10-QSB, or
portion thereof will be filed on or before the fifth calendar day following the
prescribed due date; and
|X| (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
Part III
Narrative
On August 18, 1997, Registrant filed a Form 8-K/A-3 to provide certain
financial statements to reflect the acquisition by Tracker Marine, L.P. of a
controlling equity interest in Registrant for a combination of cash and certain
other assets relating to the production and distribution of saltwater boats
contributed to Registrant (the "Tracker Transaction"). Registrant believes that
the appropriate accounting treatment for the Tracker Transaction is the "Push
Down" accounting method, and has prepared Registrant's financial statements at
and for the twelve month period ending June 28, 1997 (the "Financial
Statements") under the "Push Down" methodology. The accounting staff of the
Security and Exchange Commission (the "Staff") has recently raised an issue as
to whether or not the accounting methodology utilized by Registrant is
appropriate and discussions with the Staff have ensued. It is expected that
these discussions will conclude within the next few days. Registrant will not be
in a position to file the subject Form 10-KSB and Registrant's independent
auditors will be unable to issue their opinion on the Financial Statements
contained therein until these discussions with the Staff have concluded and all
required revisions to the Financial Statements, if any, are made.
Part IV
Other Information
(1) Name and telephone number of person to contact in regard to this
notification.
Stephen W. Smith (417) 873-5930
(Name) (Telephone Number)
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(2) Have all other periodic reports required under Section 13 or 15(d)
or the Securities Exchange Act of 1934 or Section 30 of the Investment Company
Act of 1940 during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed? If the answer is no,
identify report(s). |X| Yes |_| No
(3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal year will be
reflected by the earnings statements to be included in the subject report or
portion thereof? |X| Yes |_| No
Mako Marine International Inc. has caused this notification to be
signed on its behalf by the undersigned thereunto duly authorized.
Date September 26, 1997 By: /s/ Stephen W. Smith
---------------------------------
Stephen W. Smith
Vice President and Chief Financial
Officer
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<PAGE>
Arthur Andersen LLP
One Biscayne Towe, Suite 2100
Miami, Florida 33131
September 26, 1997
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Mako Marine International, Inc.
Gentlemen:
This letter is written in response to the requirement of Rule 12b-25(c)
under the Securities Exchange Act of 1934 in satisfaction of item (c) of Part II
of Form 12b-25.
We are the independent auditors of Mako Marine International, Inc.
("Registrant"). Registrant has stated in Part III of its filing on Form 12b-25
that it is unable to timely file, without unreasonable effort and expense, its
Annual Report on Form 10-KSB for the year ended June 28, 1997 because of current
discussions with the Staff with regard to the appropriate methodology of
accounting for the "Tracker Transaction."
We hereby advise you that we have read the statements made by
Registrant in Part III of its filing on Form 12b-25 and agree with the
statements made therein with respect to our Firm. Pending completion of these
discussions, we are unable to complete our audit of Registrant's financial
statements and furnish the required opinion for a timely filing.
Very truly yours,
/s/ Arthur Andersen LLP
