U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Commission File Number 000-22289
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NOTIFICATION OF LATE FILING
(Check One): [x] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K
[ ] Form 10-Q and Form 10-QSB [ ] Form N-SAR
For Period Ended: January 31, 1999
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[ ] Transition Report on Form 10-K [ ] Transition Report on Form 10-Q
[ ] Transition Report on Form 20-K [ ] Transition Report on Form N-SAR
[ ] Transition Report on Form 11-K
For the Transition Period Ended:
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Read attached instruction sheet 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.
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
Full name of registrant Wherehouse Entertainment, Inc.
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Former name if applicable
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Address of principal executive office: (Street and number)
19701 Hamilton Avenue
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City, State and Zip Code: Torrance, CA 90502-1334
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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 Rules 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, 20-F, 11-K or Form N-SAR, or portion thereof
will be filed on or before the 15th 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
The Company requires additional time in order to consolidate the
financial statements of Wherehouse Entertainment, Inc. and the
subsidiaries that operate the Blockbuster Music stores purchased from
Viacom International, Inc. on October 26, 1998.
PART IV--OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Charles Fuertsch, Treasurer (310) 538-2314
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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 report(s) been filed? If the 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.
Wherehouse Entertainment, 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: April 30, 1998 By /s/ Robert S. Kelleher
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Robert S. Kelleher,
Exec. VP, Chief Financial Officer
<PAGE>
Wherehouse Entertainment Inc.
Commission File No. 000-22289
Form 12b-25
Attachment A
Part IV - Other Information
Item (3)
On October 26, 1998, pursuant to a Stock Purchase Agreement dated
as of August 10, 1998 (the "Purchase Agreement"), Wherehouse
Entertainment, Inc. (the "Company") acquired (the "Acquisition")
from Viacom International Inc. ("Seller") all of the capital stock
of certain retail music subsidiaries of Seller (collectively,
"Blockbuster Music") for a purchase price of approximately $121.2
million, subject to certain adjustments. The Company is currently
in the process of finalizing the purchase price with the Seller
pursuant to terms of the Purchase Agreement. The result
of this Acquisition was to increase the number of stores operated
by the Company from 223 at January 31, 1998 to 579 at January 31,
1999. It is estimated that the revenues for the fiscal year ended
January 31, 1999, reflecting the Acquisition will be approximately
$496.5 million compared to $327.4 million for the fiscal year ended
January 31, 1998. A complete description of the Acquisition is
contained in the Company's Current Report on Form 8-K dated
November 10, 1998.
Prior to being acquired by the Company, Blockbuster Music
operated as a component of Blockbuster Entertainment Group,
and separate financial statements were not prepared; accordingly
separate financial statements were not available. Due to the
difficulty the Company has experienced in consolidating the
financial statements of Wherehouse Entertainment, Inc. and the
subsidiaries that operated the Blockbuster Music stores purchased
from the Seller, the Company requires additional time to complete
preparation of the consolidated results of operations for the
fiscal year ended January 31, 1999.
