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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Commission File Number
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NOTIFICATION OF LATE FILING
(Check One): [X] Form 10-K [ ] Form 11-K [ ] Form 20-F
[ ] Form 10-Q [ ] Form N-SAR
For Period Ended: FOR THE YEAR ENDED DECEMBER 31, 1997
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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 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 notification relates:
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PART I
REGISTRANT INFORMATION
Full name of registrant BOLLE INC.
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Former name if applicable
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Address of principal executive office (Street and number)
555 THEODORE FREMD AVENUE
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City, State and Zip Code RYE, NEW YORK 10580
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PART II
RULE 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;
(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
[X] 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
State below in reasonable detail the reasons why Form 10-K, 11-K,
20-F, 10-Q, N-SAR or the transition report portion thereof could not be filed
within the prescribed time period. (Attach extra sheets if needed.) SEE EXHIBIT
A TO PART III ATTACHED HERETO.
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PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Desiree DeStefano (914) 967-9400
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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? [ ] Yes [X] 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.
BOLLE 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
thereunto duly authorized.
Date: March 26, 1998 By: /s/ Desiree DeStefano
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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 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, DC 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 the 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.
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EXHIBIT A TO PART III
The form 10-K for the year ended December 31, 1997 of Bolle Inc. (the
"Company"), could not be filed within the prescribed time without unreasonable
effort and expense primarily due to the combination of the following
circumstances:
(i) On July 10, 1997, the Company acquired all of the issued and
outstanding share capital of Holding B.F., a corporation governed by
the laws of France ("Bolle France") together with certain interests in
its subsidiaries and affiliates, pursuant to terms of the Amended and
Restated Share Purchase Agreement (the "Share Purchase"), dated July
9, 1997. As a result of the acquisition of Bolle France, the Company
requires additional time to fully integrate and consolidate the
accounting information of Bolle France with that of the Company.
(ii) On March 11, 1998, BEC Group, Inc. (i) transferred to its
subsidiary, Bolle Inc. ("Bolle"), all of its assets and liabilities
other than those specifically relating to the conduct of the
Company's specialty lighting, electronic, and electroformed products
businesses and certain additional assets and liabilities retained by
the Company and (ii) distributed, pro rata, to its stockholders all
of its equity interest in Bolle (collectively, the "Spinoff"). The
recent consummation of the Spinoff, did not allow the Company
sufficient time to make the required adjustments to its December 31,
1997 year-ended financial statements.
