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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SEC FILE NUMBER
333-02046
FORM 12b-25
CUSIP NUMBER
29247F108
NOTIFICATION OF LATE FILING
(CHECK ONE): /X/ Form 10-K / / Form 20-F / / Form 11-K / / Form 10-Q
/ / Form N-SAR
For Period Ended: September 30, 1999
[ ] 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:
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READ INSTRUCTION (ON BACK PAGE) BEFORE PREPARING FORM. PLEASE PRINT OR TYPE.
NOTHING IN THIS FORM SHALL BE CONSTRUED TO IMPLY THAT THE COMMISSION HAS
VERIFIED ANY INFORMATION CONTAINED HEREIN.
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If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates:
PART I - REGISTRANT INFORMATION
En Pointe Technologies, Inc.
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Full Name of Registrant
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Former Name if Applicable
100 N. Sepulveda Boulevard, 19th Floor
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Address of Principal Executive Office (STREET AND NUMBER)
El Segundo, California 90245
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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)
(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-K, 11-K, 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 of
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 the Form 10-K, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period. (ATTACH EXTRA SHEETS IF NEEDED.)
The Annual Report on Form 10-K for the fiscal year ended September 30, 1999
could not be filed within the prescribed time period because the Registrant was
unable, without unreasonable effort or expense, to finalize its annual financial
data. This was due to the recent conversion to SAP software that delayed
completion of the annual audit. In addition, the Registrant has not had
sufficient time to receive back from a lender its request for a waiver for
certain financial covenants.
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PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
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Robert Mercer 310-725-5200
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(Name) (Area Code + Telephone Number)
<S> <C> <C>
(2) Have all other period 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 /X/ Yes / / No
that the registrant was required to file such reports) been filed? If
the answer is no, identify report(s).
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(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 /X/ Yes / / No
report or portion thereof:
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.
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En Pointe Technologies, 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: December 27, 1999 By: /s/ Javed Latif
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Javed Latif, Chief Financial Officer
INSTRUCTION: The form may be signed by an executive officer of the registrant or
by any other duly authorized representative. The name and title of the person
signing the form shall be typed or printed beneath the signature. If the
statement is signed on behalf of the registrant by an authorized representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.
ATTENTION
INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL
VIOLATIONS (SEE 18 U.S.C. 1001).
GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 (17 CFR 240.12b-25) of the General
Rules and Regulations under the Securities Exchange Act of 1934.
2. One signed original and four conformed copies of this form and
amendments thereto must be completed and filed with the Securities and
Exchange Commission, Washington, D.C. 20549, in accordance with Rule
0-3 of the General Rules and Regulations under the Act. The information
contained in or filed with the form will be made a matter of public
record in the Commission Files.
3. A manually signed copy of the form and amendments thereto shall be
filed with each national securities exchange on which any class of
securities of the registrant is registered.
4. Amendments to the notifications must also be filed on Form 12b-25 but
need not restate information that has been correctly furnished. The
form shall be clearly identified as an amended notification.
5. ELECTRONIC FILERS. This form shall not be used by electronic filers
unable to timely file a report solely due to electronic difficulties.
Filers unable to submit a report within the time period prescribed due
to difficulties in electronic filing should comply with either Rule 201
or Rule 202 of Regulation S-T or apply for an adjustment in filing date
pursuant to Rule 13(b) of Regulation S-T.
2
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PART IV - OTHER INFORMATION, ITEM (3)
THE ANTICIPATED CHANGE IN RESULTS OF OPERATIONS IS SET FORTH, IN NARRATIVE AND
QUANTITATIVE FORM, IN THE PRESS RELEASE WHICH THE REGISTRANT, EN POINTE
TECHNOLOGIES, INC., ISSUED, VIA PR NEWSWIRE, ON TUESDAY, DECEMBER 21, 1999, AT 2
PM PST. THE FULL TEXT OF THE RELEASE IS SET FORTH BELOW. THE RELEASE CONTAINS A
DESCRIPTION OF THE EARNINGS DECREASE OF THE REGISTRANT. THE DECREASE IN RESULTS
FLOWS PRIMARILY FROM REGISTRANT'S SUBSIDIARY'S INCREASED LOSSES.
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EN POINTE TECHNOLOGIES, INC. REPORTS FOURTH-QUARTER AND FISCAL YEAR 1999 RESULTS
FULL-YEAR NET SALES UP 18% TO NEW RECORD OF $668 MILLION; Q4-99 INTERNET
SUBSIDIARY NET SALES UP 121% OVER Q4-98
Los Angeles, CA (December 21, 1999) - En Pointe Technologies, Inc.
(NASDAQ:ENPT), a leading national provider of information technology products
and services, today announced revenues and net earnings for the fourth fiscal
quarter and fiscal year ended September 30, 1999. Consolidated revenues set a
new fiscal-year record at $668 million, an 18% increase over fiscal 1998.
Firstsource.com, an internet-focused subsidiary of En Pointe Technologies,
contributed $30 million to consolidated revenues in fiscal 1999. En Pointe
service revenues increased to $23 million for the year ended September 30, 1999,
an increase of 74% over the prior fiscal year.
Consolidated revenues for the three-months ended September 30, 1999 were $170
million, an increase of $11 million, or 7%, over the same period in the prior
fiscal year. Revenues for firstsource.com were $10 million during the fourth
quarter of fiscal 1999, an increase of 121% over the same period in fiscal 1998.
Service revenues increased to $6.2 million during the fourth quarter of fiscal
1999 from $4.6 million in the same period in fiscal 1998, an increase of 35%.
The consolidated net loss for the fiscal year ended September 30, 1999 was $16.6
million, or $2.79 per share, which includes losses at firstsource.com of $13.7
million (net of minority interest). The consolidated net loss for the fourth
fiscal quarter was $11.0 million, or $1.85 per share. Net losses at
firstsource.com during the fourth quarter totaled $9.8 million (net of minority
interest). Compensation expense associated with stock options granted to
purchase firstsource.com common stock totaled $10.3 million during fiscal 1999,
$10.0 million being recognized during the fourth quarter. Excluding the charges
related to stock option compensation, the consolidated net loss for the quarter
and year-ended September 30, 1999 would have been $0.65 and $1.54 per share,
respectively.
En Pointe's core business (excluding firstsource.com) returned a pretax profit
of $0.5 million during the quarter ended September 30, 1999. Had normal tax
rates applied, this would have
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resulting in net income of $0.3 million, or $0.05 per basic share. Due to a
reduction in En Pointe's ownership percentage of firstsource.com on July 28,
1999, the company can no longer include firstsource.com's results in its
consolidated tax filings. As a result of basis limitations and due to the
deconsolidation, tax benefits of $1.4 million recognized in prior fiscal
quarters representing the subsidiary's operating losses were recaptured during
the fourth quarter of fiscal 1999.
FIRST QUARTER OF FISCAL YEAR 2000
Concerns about the Year 2000 ("Y2K") effect upon technology products have
resulted in softness in the marketplace in which En Pointe Technologies
participates. This phenomenon has affected many resellers and distributors
during the quarter ending December 31, 1999 and, likewise, has affected En
Pointe Technologies. Additionally, En Pointe encountered problems during the
transition to new business systems during the first quarter of fiscal year 2000
that adversely impacted revenues. Consequently, En Pointe now expects that
revenues for the quarter ending December 31, 1999 will be in the range of $115 -
$125 million. This, combined with additional costs related to the implementation
of new business systems, will adversely affect En Pointe's profitability during
the first quarter of fiscal year 2000.
ABOUT SUPPLY ACCESS
The Company is in the process of seeking funding for a private placement of
securities in its recently incorporated subsidiary, SupplyAccess, Inc., for no
less than $9.75 million and no more than $18.75 million. The SupplyAccess focus
is on large enterprise e-procurement solutions including automation of the
approval process and MRO (maintenance, repair and operations) functions.
The Company cannot assure that such funding, or any portion thereof, will be
available on the terms and conditions set forth in the private placement
memorandum.
ABOUT EN POINTE
EN POINTE TECHNOLOGIES, INC. is a national provider of information technology
products and value-added services, utilizing both commercially available
software packages and proprietary software and systems to drop-ship products to
its customers through an electronically-linked network of the largest allied
distributors in the U.S. This software allows En Pointe to serve as an
electronic clearinghouse of computers and computer related products without many
of the risks and costs associated with maintaining inventory. En Pointe offers
its customers direct on-line access to 70% of the mainstream PC distribution
product. En Pointe Professional Services offers "total solution" system
consulting services such as: pre-sale consulting, design, training,
customization and integration.
En Pointe has nineteen sales locations throughout the United States, as well as
a value-added integration facility in Ontario, California. Visit En Pointe on
the Internet at www.enpointe.com or via www.supplyaccess.com and its internet
subsidiary at www.firstsource.com
This press release contains forward-looking statements that involve a number of
risks and uncertainties. Among the important factors that could cause actual
results to differ materially from management's projections, estimates and
expectations include, but are not limited to:
1. Quarterly fluctuations in results
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2. Seasonal patterns of sales and client buying behaviors
3. Changing economic influences in the industry including, but not limited
to, those related to the internet and those related to distribution of
information technology products and services
4. The development by competitors of new or superior delivery technologies
or entry in the market by new competitors
5. Dependence on intellectual property rights
6. Delays in product development
7. The company's and its subsidiaries' dependence on key personnel, and
potential influence by executive officers and principal stockholders
8. Volatility of the company's stock price
9. Delays in the receipt of orders or in the shipment of products
10. Any delay in execution of the company's or its subsidiaries' system
development plans
11. Problems encountered in the implementation and/or roll-out of the
company's or its subsidiaries' business systems and related technology
12. Future effects of the loss of minority ownership status
13. Planned or unplanned changes in the quantity and/or quality of the
suppliers available for the company's and its subsidiaries' products
14. The actions of suppliers of the company's or its subsidiaries' products
15. Changes in the costs or availability of products
16. Interruptions in transport, distribution or in telecommunications
transmission vehicles or infrastructures
17. General business conditions in the economy and other factors referred
to in the company's Securities and Exchange Commission filings.
Contact: Javed Latif, Chief Financial Officer - (310) 725-5212
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EN POINTE TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
<TABLE>
<CAPTION>
September 30, September 30,
1999 1998
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<S> <C> <C>
ASSETS:
Current assets:
Cash $ 6,838 $ 3,365
Restricted cash 120 1,999
Accounts receivable, net 101,677 101,956
Inventories 8,618 7,009
Recoverable income taxes 1,669 -
Prepaid expenses and other current assets 1,005 448
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Total current assets 119,927 114,777
Property and equipment, net of depreciation 13,114 16,113
Other assets 568 1,677
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Total assets $133,609 $132,567
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LIABILITIES AND STOCKHOLDERS' EQUITY:
Current liabilities:
Borrowings under lines of credit $ 62,289 $ 79,598
Accounts payable 15,373 8,838
Accrued liabilities 10,041 5,015
Other current liabilities 8,411 564
Current portion of notes payable 199 790
Deferred taxes 119 141
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Total current liabilities 96,432 94,946
Notes payable 5,581 6,602
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Total liabilities 102,013 101,548
Minority interest 5,561 -
Total stockholders' equity 26,035 31,019
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Total liabilities and stockholders' equity $133,609 $132,567
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EN POINTE TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
Three months ended Year ended
September 30, September 30,
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1999 1998 1999 1998
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<S> <C> <C> <C> <C>
Net sales $ 159,791 $ 153,908 $ 638,270 $ 562,323
Internet subsidiary sales 10,016 4,528 30,000 5,416
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Total net sales 169,807 158,436 668,270 567,739
Cost of sales 154,246 144,601 614,564 514,168
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Gross profit 15,561 13,835 53,706 53,571
Selling and marketing expenses 11,104 8,956 38,182 34,257
General and administrative expenses 6,825 3,676 20,460 13,665
Stock Option Expense 10,043 - 10,315 -
Non-recurring charges (238) - 7,679 -
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Operating income (loss) (12,173) 1,203 (22,930) 5,649
Interest expense 778 1,021 3,172 2,166
Loss/(gain) on sale of assets 176 - (4,252) -
Other income, net (123) (33) (295) (237)
Minority interest in firstsource.com (3,747) - (3,747) -
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Income (loss) before
income taxes (9,257) 215 (17,808) 3,720
Provision/(benefit) for income taxes 1,778 50 (1,214) 1,488
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Net income (loss) $ (11,035) $ 165 $ (16,594) $ 2,232
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Net (loss) income per share:
Basic $ (1.85) $ 0.03 $ (2.79) $ 0.38
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Diluted $ (1.85) $ 0.03 $ (2.79) $ 0.37
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Weighted average shares outstanding:
Basic 5,977 5,899 5,942 5,875
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Diluted 5,977 5,922 5,942 6,071
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</TABLE>
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EN POINTE TECHNOLOGIES, INC.
SEGMENT INFORMATION
(IN THOUSANDS)
<TABLE>
<CAPTION>
Three months ended Year ended
September 30, September 30,
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En Pointe firstsource En Pointe firstsource
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<S> <C> <C> <C> <C>
Net sales $ 159,791 $ 10,016 $ 638,269 $ 30,000
Cost of sales 145,043 9,203 586,636 27,927
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Gross profit 14,748 813 51,633 2,073
Selling and marketing expenses 8,892 2,212 33,938 4,244
General and administrative expenses 4,813 2,011 15,722 4,738
Stock Option Expense - 10,043 - 10,315
Non-recurring charges (238) - 7,679 -
--------- --------- --------- ---------
Operating income (loss) 1,281 (13,453) (5,706) (17,224)
Interest expense 667 127 2,931 258
Loss/(gain) on sale of assets 176 - (4,252) -
Other income, net (70) (69) (241) (71)
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Income (loss) before
income taxes 508 (13,511)(1) (4,144) (17,411)(1)
--------- --------- --------- ---------
Provision/(benefit) for income taxes 1,779 - (1,214) -
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Net income (loss) $ (1,271) $ (13,511) $ (2,930) $ (17,411)
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</TABLE>
(1) The consolidated statements of operations include $3,747 in minority
interest eliminations in both the quarter and year ended September 30,
1999 along with certain other inter-company transactions that are
excluded from this segment information.
