UNITED STATES 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) August 13, 2002 Commission File Number 1-5581 ---------- WATSCO, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) FLORIDA 59-0778222 ------------------------------- ---------------------- (State or other jurisdiction of (IRS Employer incorporation or organization) Identification Number) 2665 SOUTH BAYSHORE DRIVE, SUITE 901 COCONUT GROVE, FLORIDA 33131 ---------------------------------------- (Address of Principal Executive Offices) Registrant's telephone number including area code: (305) 714-4100 Not applicable (Former name or former address, if changed since last report)
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) Financial statements of businesses acquired. Not applicable. (b) Pro forma financial information. Not applicable. (c) Exhibits The following exhibits are incorporated herein: Exhibit No. Exhibit ----------- ------- 99.1 Statement Under Oath of Principal Executive Officer dated August 13, 2002 99.2 Statement Under Oath of Principal Financial Officer dated August 13, 2002 ITEM 9. REGULATION FD DISCLOSURE On August 13, 2002, the Chief Executive Officer, Albert H. Nahmad, and the Chief Financial Officer, Barry S. Logan, of Watsco, Inc. each submitted to the Securities Exchange Commission ("SEC") a sworn statement pursuant to the SEC's June 27, 2002, Order Requiring the Filing of Sworn Statements Pursuant to Section 21(a)(1) of the Securities and Exchange Act of 1934 (Order No. 4-460). A copy of each of these statements is attached hereto as an Exhibit (99.1 and 99.2).
SIGNATURES ---------- 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 thereunto duly authorized. WATSCO, INC. --------------------------------- (Registrant) By: /s/ Barry S. Logan --------------------------------- Barry S. Logan Vice President and Secretary (Chief Financial Officer) August 14, 2002
EXHIBIT INDEX Exhibit No. Exhibit - ------- ------- 99.1 Statement Under Oath of Principal Executive Officer dated August 13, 2002 99.2 Statement Under Oath of Principal Financial Officer dated August 13, 2002
Exhibit 99.1 Statement Under Oath of Principal Executive Officer and Principal Financial Officer Regarding Facts and Circumstances Relating to Exchange Act Filings I, Albert H. Nahmad, state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of Watsco, Inc., and, except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with the Company's audit committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": o the Annual Report on Form 10-K for the Fiscal Year Ended December 31, 2001 of Watsco, Inc.; o all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Watsco, Inc. filed with the Commission subsequent to the filing of the Form 10-K identified above; and o any amendments to any of the foregoing. /s/ Albert H. Nahmad Subscribed and sworn to - -------------------------- before me this 13 day of Albert H. Nahmad August 2002. August 13, 2002 /s/ Mary R. Weber --------------------------- Notary Public My Commission Expires: February 7, 2003
Exhibit 99.2 Statement Under Oath of Principal Executive Officer and Principal Financial Officer Regarding Facts and Circumstances Relating to Exchange Act Filings I, Barry S. Logan, state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of Watsco, Inc., and, except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with the Company's audit committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": o the Annual Report on Form 10-K for the Fiscal Year Ended December 31, 2001 of Watsco, Inc.; o all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Watsco, Inc. filed with the Commission subsequent to the filing of the Form 10-K identified above; and o any amendments to any of the foregoing. /s/ Barry S. Logan Subscribed and sworn to - -------------------------- before me this 13 day of Barry S. Logan August 2002. August 13, 2002 /s/ Mary R. Weber --------------------------- Notary Public My Commission Expires: February 7, 2003