SEC Company Response from MARINEMAX INC (HZO) (CIK 0001057060) (HZO) — May 12, 2006
MARINEMAX INC (HZO) (CIK 0001057060)
Date: May 12, 2006 · CIK: 0001057060 · Accession: 0000950153-06-001370
AI Filing Summary & Sentiment
Referenced dates: May 5, 2006
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VIA FACSIMILE (202) 772-9204 and EDGAR
Securities and Exchange Commission
Division of Corporation Finance
450 Fifth Street, N.W., Mail Stop 3561
Washington, D.C. 20549-0305
Attention: Sarah Goldberg, Staff Accountant
Re: MarineMax, Inc. (the "Company")
Form 8-K
File No. 1-14173
Filed: May 5, 2006
Dear Ms. Goldberg:
We are responding to comments on the Company's above-referenced filing
under the Securities Act of 1933, as amended, provided by the staff of the
Securities and Exchange Commission (the "Staff") by letter dated May 5, 2006.
The Company's responses to the Staff's comments are indicated below, directly
following a restatement of each comment in bold, italicized type.
Form 8-K
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Item 4.02
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1. SEC Comment: Please amend Form 8-K to disclose the date of the
conclusion regarding non-reliance. Refer to the requirements of Item
4.02(a)(1) of Form 8-K.
Company Response:
We will amend our Form 8-K to disclose the date of the conclusion regarding
non-reliance. The amended disclosure will read as follows:
As a result of this reevaluation, on May 2, 2006, the Company determined
that it would restate the consolidated statements of cash flows for the
years ended September 30, 2003, 2004 and 2005 and for the three months
ended December 31, 2005, to reclassify cash flows relating to short-term
borrowings from operating cash flows to financing cash flows in conformity
with Statement of Financial Accounting Standards No. 95, "Statements of
Cash Flows" ("SFAS 95").
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Securities and Exchange Commission
Attn: Sarah Goldberg
Page 2
2. SEC Comment: Please amend Form 8-K to disclose whether the audit
committee, or the board of directors in the absence of an audit committee,
or an authorized officer or officers, discussed with your independent
accountant the matters disclosed in the filing. Refer to the requirements of
Item 4.02(a)(3) of Form 8-K.
Company Response:
We will amend our Form 8-K to disclose whether the audit committee
discussed with our independent accountant the matters disclosed in the
filing. The amended disclosure will read as follows:
In response to recently published comments of the Staff of the Securities
and Exchange Commission (the "SEC"), recent restatements made by public
automotive dealers, recent discussions with the SEC Staff, and recent
discussions with Ernst & Young, LLP, the Company's independent registered
public accounting firm, the Company and its Audit Committee of the Board of
Directors has reevaluated the presentation of certain information regarding
the short-term borrowings and repayments related to new and used boat
inventory in the consolidated statements of cash flows, as further
described below.
Please call me at (727) 531-1700, ext. 10131 or Jack P. Ezzell, the
Company's Vice President, Chief Accounting Officer, and Corporate Controller at
(727) 531-1700, ext. 10107 if you have any questions concerning these responses.
Sincerely,
MARINEMAX, INC.
/s/ Michael H. McLamb
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Michael H. McLamb
Executive Vice President, Chief Financial
Officer, and Secretary
cc: Robert S. Kant, Greenburg Traurig, LLP
Paul Keiper, Ernst & Young, LLP
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