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): April 19, 2002
MASTEC, INC.
(Exact Name of Registrant as Specified in Charter)
Florida 001-08106 65-0829355
(State or Other Jurisdiction (Commission File No.) (IRS Employer
of Incorporation) Identification No.)
3155 N.W. 77th Avenue, Miami, Florida 33122-1205
(Address and Zip Code of Principal Executive Offices)
(305) 599-1800
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Item 4. Changes in Registrant's Certifying Accountant.
The Audit Committee of MasTec, Inc. ("MasTec") is responsible for reviewing
and engaging the independent auditors for MasTec. The Audit Committee has
adopted a policy to review the independent auditor selection periodically.
On April 19, 2002, the Audit Committee determined to engage Ernst & Young
LLP as MasTec's independent auditors for the 2002 calendar year, replacing
PricewaterhouseCoopers LLP ("PwC").
During MasTec's two most recent fiscal years and the subsequent period from
January 1, 2002 through April 19, 2002, there were no disagreements between
MasTec and PwC on any matter of accounting principles or practices,
financial statement disclosure or auditing scope or procedure, which
disagreements, if not resolved to PwC's satisfaction, would have caused PwC
to make reference to the subject matter of the disagreement in connection
with its reports on MasTec's financial statements for such period.
None of the reportable events described under Item 304(a)(1)(v) of Regulation
S-K occurred during MasTec's two most recent years ended December 31, 2001
and 2000, or during the subsequent period from January 1, 2002 through April
19, 2002.
The audit reports issued by PwC on the consolidated financial statements of
MasTec as of and for the years ended December 31, 2001 and 2000 did not
contain any adverse opinion or disclaimer of opinion, nor were they
qualified or modified as to uncertainty, audit scope or accounting principles.
MasTec provided PwC with a copy of the foregoing statements concerning PwC
and a letter from PwC confirming its agreement with these statements is
attached as Exhibit 16.1 to this report.
During MasTec's two most recent years ended December 31, 2001 and 2000 and
through April 19, 2002, MasTec did not consult with Ernst & Young with
respect to the application of accounting principles to a specified
transaction or regarding any of the other matters or events set forth in
Item 304(a)(2)(i) and (ii) of Regulation S-K.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits.
16.1 Letter dated April 25, 2002 from PricewaterhouseCoopers LLP
regarding the change in certifying accountant.
SIGNATURE
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 hereunto duly authorized.
MASTEC, INC.
(Registrant)
/s/ Donald P. Weinstein
------------------------------
Donald P. Weinstein
Executive Vice President and
Chief Financial Officer
Date: April 25, 2002
EXHIBIT INDEX
Exhibit
Number Description
- ------- -----------
16.1 Letter dated April 25, 2002 from PricewaterhouseCoopers LLP
regarding the change in certifying accountant.
Exhibit 16.1
-------------
[PwC Letterhead]
April 25, 2002
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
Commissioners:
We have read the statements made by MasTec, Inc. (copy attached),
which we understand will be filed with the Commission pursuant to Item 4
of Form 8-K, as part of the Company's Form 8-K report dated April 19, 2002.
We agree with the statements concerning our firm in such Form 8-K.
Very truly yours,
/s/ PricewaterhouseCoopers LLP