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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC FILE NUMBER
CUSIP NUMBER 1-4128
(Check One): /x/ Form 10-K / / Form 20-F / / Form 11-K
/ / Form 10-Q / / Form N-SAR
For Period Ended: December 31, 1997
/ / Transition Report on Form 10-K
/ / Transition Report on Form 20-F
/ / Transition Report on Form 11-K
/ / Transition Report on Form 10-Q
/ / Transition Report on Form N-SAR
For the Transition Period Ended:
If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates: N/A
PART I - REGISTRANT INFORMATION
STERLING VISION, INC.
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Full Name of Registrant
N/A
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Former Name if Applicable
1500 HEMPSTEAD TURNPIKE
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Address of Principal Executive Office (Street and Number)
EAST MEADOW, NY 11554
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City, State and Zip Code
PART II - RULES 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 box if appropriate)
/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
Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof, will be
filed on or before the fifteenth calendar day following the prescribed
due date; or the subject quarterly report or transition report on Form
10-Q, or portion thereof will be filed on or before the fifth calendar
day following the prescribed due date; and
/ / (c) The accountant's statement or other exhibit required by Rule 12b-25(c)
has been attached if applicable.
PART III - NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 11-K, 10-Q, N-SAR,
or the transition report or portion thereof, could not be filed within the
prescribed time period:
The Registrant has experienced delays in assembling
the information necessary to finalize and complete
its financial statements for the calendar year
ended December 31, 1997, which information may
result in a possible, additional, non-cash charge
to operations.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
JOSEPH SILVER, Esq. (516) 390-2100
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(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) of 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 reports) been filed? If 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
If so, attach an explanation of the anticipated change, both narratively and
quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made:
The Registrant anticipates that its loss before income tax benefit for the
calendar year ended December 31, 1997 will increase by the approximate sum of
$1,755,000, or 27%, to a loss of $8,246,000 for said calendar year, as compared
to a loss of $6,491,000 for the year ended December 31, 1996. Such loss was
primarily due to the following nine factors: (i) a loss of approximately
$1,400,000 from the operations of the Company's subsidiary, Insight Laser
Centers, Inc., which the Company believes will be substantially reduced in 1998;
(ii) approximately $1,336,000 in costs related to planned store closings; (iii)
approximately $850,000 in the writedown of the carrying value of slow moving
inventory; (iv) approximately $550,000 in operating losses relating to the
Company's management of six stores, previously operated by the franchisees of
such stores;(v) approximately $755,000 in costs related to stock options granted
to certain consultants to the Company and in consideration of certain loans made
to the Company by certain of its principal shareholders; (vi) approximately
$200,000 in costs related to severance compensation paid to three former
executives; (vii) approximately $188,000 in consulting fees paid to a limited
liability company owned by certain of the Company's principal stockholders;
(viii) approximately $188,000 in costs related to compensation paid to the
Company's new President and Chief Operating Officer; and (ix) approximately
$270,000, representing an increase in the Company's provision for doubtful
accounts.
STERLING VISION, INC.
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: March 31, 1998 By Jerry Lewis,
President and CEO
