<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
(Check One): [ ] Form 10-K [ ] Form 11-K [ ] Form 20-F
[ X ] Form 10-Q [ ] Form N-SAR
--------------------
For Period Ended: September 30, 2000 SEC FILE NUMBER
---------------------------- 333-37081
--------------------
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F --------------------
[ ] Transition Report on Form 11-K CUSIP NUMBER
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR --------------------
For the Transition Period Ended:
------------------------------
================================================================================
Read Instruction (on last 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.
================================================================================
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: Doskocil Manufacturing Company, Inc.
------------------------------------------------------
Former Name if Applicable: N/A
-----------------------------------------------------
Address of Principal Executive Office (Street and
Number): 4209 Barnett Boulevard
----------------------------------------------------------------------
--------------------------------------------------------------------------------
City, State and Zip Code: Arlington, Texas 76017
-------------------------------------------------------
--------------------------------------------------------------------------------
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;
1
<PAGE> 2
[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 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 Form 10-K, 11-K, 20-F, 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 Company is experiencing delays in the costing of its physical inventory and
completion of this task requires additional work that the Company has not been
able to, as yet, complete.
The Company anticipates filing of its Report on Form 10-Q for the quarter ended
September 30, 2000 no later than 5 calendar days following the prescribed due
date in accordance with Rule 12b-25.
2
<PAGE> 3
--------------------------------------------------------------------------------
PART IV. OTHER INFORMATION
--------------------------------------------------------------------------------
(1) Name and telephone number of person to contact in regard to this
notification
Larry E. Rembold (817) 467-5116 x1101
--------------------------------------------------------------------------------
(Name) (Area Code) (Telephone Number)
<TABLE>
<S> <C> <C> <C>
(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
</TABLE>
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.
SEE ATTACHED "EXHIBIT A."
================================================================================
Doskocil Manufacturing Company, 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: November 15, 2000 By: /s/ LARRY E. REMBOLD
------------------------- ----------------------------------------
Name: Larry E. Rembold
Title: Chief Executive 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 ((S)232.201 or (S) 232.202 of this chapter) or
apply for an adjustment in filing date pursuant to Rule 13(b) of Regulation
S-T ((S)232.13(b) of this chapter.
3
<PAGE> 4
EXHIBIT A
Doskocil Manufacturing Company, Inc.
Statements of Operations
<TABLE>
<CAPTION>
Three Months Ended
($ in thousands)
-------------------------------
September 30, September 30,
2000 1999
------------- -------------
<S> <C> <C>
Net sales $ 41,238 $ 36,487
Cost of goods sold 29,838 25,720
-------- --------
Gross profit 11,400 10,767
Selling, general and administrative expense 10,702 11,972
-------- --------
Operating income 698 (1,205)
Other (income) expense:
Net interest expense 5,796 4,677
Other, net (69) (433)
-------- --------
Total other expense 5,727 4,244
-------- --------
Net loss (5,029) (5,449)
-------- --------
Preferred stock accretion 42 --
Preferred stock dividends 421 229
-------- --------
Net loss attributable to common shareholders $ (5,492) $ (5,678)
======== ========
Net (loss) per common share (basic and diluted) $ (1.72) $ (1.81)
======== ========
Weighted average common shares outstanding 3,197 3,139
======== ========
</TABLE>
The results presented above reflect the Company's current estimate of
results for the first quarter ended September 30, 2000. The Company is reviewing
variances in the costing of its physical inventory. The results presented above
for the quarter and the discussion of these results presented below are
preliminary and subject to any changes that may be required upon completion of
the review of the costing of physical inventory.
NET SALES increased to $41.2 million in the first quarter of fiscal
2001 from $36.5 million in the comparable period of the prior year, an increase
of $4.8 million. The increase was primarily the result of higher pet sales of
$4.4 million. The increase in pet sales is due to several factors including
sales of new products and increased international sales. In addition,
promotional activity in June 1999 reduced sales in the first quarter of fiscal
2000.
GROSS PROFIT increased to $11.4 million in the first quarter of fiscal
2001 from $10.8 million in the comparable period of the prior year, an increase
of $0.6 million. As a percentage of net sales, gross margin decreased to 27.6%
in the first quarter of fiscal 2001 from 29.5% in the comparable period of the
prior year. The Company's gross profit as a percentage of net sales was
negatively affected by higher material costs and lower plant utilization in the
fourth quarter of fiscal 2000, the costs of which were included in inventory at
June 30, 2000. Such costs have been included in cost of goods sold in the
current fiscal quarter as the inventory was sold.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES decreased to $10.7 million
in the first quarter of fiscal 2001 from $12.0 million in the comparable period
of the prior year. As a percentage of net sales, SG&S spending decreased to
25.9% in the first quarter of fiscal 2001 from 32.8% in the comparable period of
the prior year. The decrease was the result of several factors including lower
consumer advertising, lower salaries, lower freight and lower outside
warehousing costs.
OTHER INCOME for the first three months of fiscal 2000 includes a $0.4
million gain on the sale of the Indianapolis facility.
4
<PAGE> 5
INTEREST EXPENSE increased to $5.8 million in the first quarter of
fiscal 2001 from $4.7 million in the comparable period of the prior year. The
increase is primarily due to higher interest rates, increased borrowings on the
Additional Credit Facility and an additional $0.8 million in non-cash
amortization of deferred financing costs related to 4.1 million guaranty
warrants.
PROVISION FOR INCOME TAXES for the three months ended September 30,
2000 and 1999 was $0.0 million, due to a net operating loss generated during the
period for which a valuation allowance has been provided. The tax benefit
associated with the net operating loss has been offset by a valuation allowance.
5
