SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Commission File Number 1-3185
NOTIFICATION OF LATE FILING
[X] Form 10-K
For the Year Ended: June 30, 1995
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
Part I - Registrant Information
Full name of registrant:
UNITED MERCHANTS AND MANUFACTURERS, INC.
Address of principal executive office (Street and Number):
1650 Palisade Avenue
City, State and Zip Code:
Teaneck, NJ 07666
Part II - Rule 12b-25 (b) and (c)
(a) The reasons described in reasonable detail in Part III of this form
could not be eliminated without unreasonable effort or expense;
(b) The subject Annual Report on Form 10-K will be filed on or before the
fifteenth calendar day following the prescribed due date;
Part III - Narrative
State below in reasonable detail the reasons why Form 10-K could not be
filed within the prescribed time period.
During the year ended June 30, 1995, Registrant sold the retail outlet
store operations of its Accessories and Apparel Segment and shutdown
its Buffalo Mill division. The latter was its Apparel Textiles
segment. In addition, subsequent to fiscal year end, the Registrant
and its 79%-owned subsidiary each renegotiated its borrowing
arrangements with its current lender. The shutdown of the segment
required that the Registrant's financial statements for applicable
years be restated to report separately the results of operations and
the assets and liabilities of the continuing and the discontinued
businesses. The personnel who prepare the Registrant's filings with
the Commission have been occupied in restating the financial
statements for the prior years. They were also involved in the
renegotiation of the borrowing arrangements for both companies. At
the same time, the same personnel have been preparing Annual Reports
on Form 10-K for both the Registrant and the Registrant's 79%-owned,
publicly-traded subsidiary. At this time, additional time is
necessary to have the Form 10-K reviewed by all the Registrant's
appropriate personnel and its independent auditors to assure adequate
disclosure.
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Part IV - Other Information
(1) Name and telephone number of person to contact in regard to this
notification:
Norman R. Forson (201) 837-1700
(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 report(s) been filed?
[X] Yes [ ] No
(3) Is it anticipated that any significant change in results of operations
from the corresponding periods 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
Net sales for the year ended June 30, 1995 will be approximately
8% lower than the restated net sales of $64.9 million for prior year
as a result of the sale of the retail outlet store operations
mentioned above. Registrant will report a loss from continuing
operations for the current year of approximately $18.3 million
compared with the restated loss of $22.7 million for last year. For
the current fiscal year, Registrant will report losses from
discontinued operations prior to sale or closing of $532,000 as
compared to earnings of $1.7 million for the prior year. Net results
for the year ended June 30, 1995 will reflect a loss provision of
$9.1 million for the shutdown of the Apparel Textile segment
mentioned above. Net results for the prior year include a gain of
$2.2 million on the sale by the Registrant of certain of its
operations. Also included in the results for the prior year is a
gain on retirement of debt of $33.4 million and a loss from the
cumulative effect of change in accounting principles for
post-retirement benefits other than pensions of $15.3 million. After
the above mentioned items, Registrant will report a net loss of
approximately $27.9 million for the year ended June 30, 1995 compared
with a net loss of $752,000 for fiscal 1994. As mentioned on page
one, the amounts for fiscal 1994 have been restated to report
separately the results of continuing and discontinued businesses.
UNITED MERCHANTS AND MANUFACTURERS, INC.
(Name of registrant as specified in charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: September 26, 1995 By /s/ Norman R. Forson
Norman R. Forson
Senior Vice President and
Comptroller
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