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UNITED STATES SEC FILE NUMBER
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
CUSIP NUMBER
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One):
[ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR
For Period Ended: March 31, 1999
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[ ] 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:
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PART I - REGISTRANT INFORMATION
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FULL NAME OF REGISTRANT
Dailey International Inc.
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FORMER NAME IF APPLICABLE
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ADDRESS OF PRINCIPAL EXECUTIVE OFFICE (STREET AND NUMBER)
2507 North Frazier, Conroe, Texas 77303
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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, 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 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.
Due to the volatility in the oilfield services industry, the Company has
been considering various strategic alternatives to reduce its operating costs
and service its debt load, causing a delay in completion of the Company's
financial results for the period ended March 31, 1999. Without this information,
the Company was unable to finalize its financial and operating data within the
required filing deadline without unreasonable effort and expense.
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PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
John Beard (281) 350-3399
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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
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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 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 following is an excerpt from the Company's Press Release dated May 17, 1999:
For the three months ended March 31, 1999, Dailey reported revenues of
$28.3 million, a 25 percent decrease over the $38.0 million in revenues recorded
for the three month period ended March 31, 1998. Lower oil prices, declining rig
counts and decreased drilling activity continued to impact Dailey's revenues
along with those of other oilfield services firms.
EBITDA for the quarter, defined as earnings before interest expense,
taxes, depreciation and amortization, non-recurring costs and non-cash
compensation, was $3.1 million, compared to EBITDA (before extraordinary item)
of $9.1 million for the three months ended March 31, 1998.
Net loss for the quarter was $12.5 million, or $1.24 basic and diluted loss
per share for the quarter, compared to a net loss before extraordinary item of
$1.7 million, or $0.18 basic and diluted loss per share reported for the
corresponding period in 1998. Weighted average shares outstanding for the first
quarter of 1999 were 10,077,321 compared to weighted average shares outstanding
of 9,253,598 for the corresponding period last year.
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Dailey International, 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: May 18, 1999 By: /s/ AL KITE
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Al Kite, President
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.
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* *
* Intentional misstatements or omissions of fact constitute Federal Criminal *
* Violations (See 18 U.S.C. 1001). *
* *
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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 (Section 232.201 or Section 232.202 of this chapter) or apply
for an adjustment in filing date pursuant to Rule 13(b) of Regulation S-T
(Section 232.13(b) of this chapter).
