10-K/A 1 marineprod10ka302.txt AMENDED 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-K/A Amendment No. 1 [X] Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For The Fiscal Year Ended December 31, 2001 Commission File No. 1-16263 MARINE PRODUCTS CORPORATION Delaware 58-2572419 (State of Incorporation) (I.R.S. Employer Identification No. 2170 Piedmont Road, N.E. Atlanta, Georgia 30324 (404) 321-7910 Securities registered pursuant to Section 12(b) of the Act: Title of each class Name of each exchange on which registered Common Stock, $0.10 Par Value American Stock Exchange (17,284,500 shares outstanding as of February 26, 2002) The aggregate market value of shares of common stock held by non-affiliates at February 26, 2002 was $44,739,422. Securities registered pursuant to section 12(g) of the Act: None Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. [X] Yes [ ] No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X] Documents Incorporated by Reference Portions of the Proxy Statement for the 2002 Annual Meeting of Stockholders of Marine Products Corporation are incorporated by reference into Part III, Items 10 through 13 of this report. Explanatory Note: The undersigned registrant hereby amends its Form 10-K for the year ended December 31, 2001. This Amendment No. 1 on Form 10-K/A is being filed to include, as Exhibit 99.1, a letter to the Commission that the registrant has received the required representations from its independent auditors, Arthur Andersen LLP, as required under Temporary Final Rule and Final Rule: Requirements for Arthur Andersen LLP Auditing Clients, Temporary Note 3T, effective March 18, 2002. The registrant hereby amends Item 14 of the Form 10-K as follows: Item 14. Exhibits, Financial Statement schedules, and reports on Form 8-K The following documents are filed as part of this report.

FINANCIAL STATEMENTS Consolidated Balance Sheets as of December 31, 2001 and 2000 22 Consolidated Statements of Income for the three years ended December 31, 2001 23 Consolidated Statements of Stockholders' Equity for the three years ended December 31, 2001 23 Consolidated Statements of Cash Flows for the three years ended December 31, 2001 24 Notes to Consolidated Financial Statements 25 SCHEDULES Schedule II-Valuation and Qualifying Accounts 39

EXHIBITS Exhibit Number Description ------- ----------------------------------------------------------------- 3.1 Articles of Incorporation of Marine Products Corporation (incorporated here in by reference to exhibit 3.1 to the Form 10 filed on February 13, 2001). 3.2 Bylaws of Marine Products Corporation (incorporated herein by reference to Exhibit 3.2 to the Form 10 filed on February 13, 2001). 4 Form of Common Stock Certificate of Marine Products Corporation (incorporated herein by reference to Exhibit 4.1 to the Form 10 filed on February 13, 2001). 10.1 Marine Products Corporation 2001 Employee Stock Incentive Plan (incorporated herein by reference to Exhibit 10.1 to the Form 10 filed on February 13, 2001). 10.2 Agreement Regarding Distribution and Plan of Reorganization, dated February 12 2001, by and between RPC, Inc. and Marine Products Corporation (incorporated herein by reference to Exhibit 10.2 to the Form 10 filed on February 13, 2001). 10.3 Employee Benefits Agreement, dated February 12, 2001, by and between RPC, Inc., Chaparral Boats, Inc. and Marine Products Corporation (incorporated herein by reference to Exhibit 10.3 to the Form 10 filed on February 13, 2001). 10.4 Transition Support Services Agreement, dated February 12, 2001, by and between RPC, Inc. and Marine Products Corporation (incorporated herein by reference to Exhibit 10.4 to the Form 10 filed on February 13, 2001). 2 10.5 Tax Sharing Agreement, dated February 12, 2001, by and between RPC, Inc. and Marine Products Corporation (incorporated herein by reference to Exhibit 10.5 to the Form 10 filed on February 13, 2001). 10.6 Compensation Agreement between James A. Lane, Jr. and Chaparral Boats, Inc. (incorporated herein by reference to Exhibit 10.6 to the Form 10 filed on February 13, 2001). 21* Subsidiaries of Marine Products Corporation. 23* Consent of Arthur Andersen LLP. 24* Powers of Attorney for Directors 99.1** Letter dated March 27, 2002, from RPC, Inc. ("RPC") to the Securities and Exchange Commission stating that RPC has received certain representations from its independent public accountants, Arthur Andersen LLP. ------------------- * Previously filed. ** Filed herewith. REPORTS ON FORM 8-K. No reports on Form 8-K were required to be filed by Marine Products for the quarter ended December 31, 2001. Any schedules or exhibits not shown above have been omitted because they are not applicable. 3 SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS MARINE PRODUCTS CORPORATION and Subsidiaries (in thousands of dollars) For the years ended December 31, 2001, 2000, and 1999

Balance at Charged to Net Balance Beginning Cost and (Write-Offs)/ at End of Description of Period Expenses Recoveries Period ------------------------------------------------ -------------- --------------- ------------------ ----------------- Year ended December 31, 2001 $ 67 $ --- $ ---- $ 67 Allowance for Doubtful Accounts Year ended December 31, 2000 $ 69 $ --- $ (2) $ 67 Allowance for Doubtful Accounts Year ended December 31, 1999 $ 77 $ --- $ (8) $ 69 Allowance for Doubtful Accounts

4 SIGNATURES Pursuant to the requirements of Section 13 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. MARINE PRODUCTS CORPORATION Dated: March 27, 2002 By: /s/ Ben Palmer ----------------------------------------- Ben Palmer Vice President, Chief Financial Officer and Treasurer 1456711