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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
N O T I F I C A T I O N O F L A T E F I L I N G
Check One:
[X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form N-SAR
For the Period Ended: October 02, 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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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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United Magazine Company
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Full Name of Registrant
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Former Name, if Applicable
5131 Post Road
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Address of Principal Executive Office (Street and Number)
Dublin, OH 43017
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City, State and Zip Code
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PART II - RULES 12B-25 (b) AND (c)
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If the subject report could not be filed without unreasonable effort or
expense, and the registrant seeks relief pursuant to Rule 12(b)-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, Form 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
12(b)-25(c) has been attached, if applicable.
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PART III - NARRATIVE
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State below in reasonable detail the reasons why Form 10-K, Form 20-F,
Form 11-K, Form 10-Q, Form N-SAR, or the transition report, or portion thereof,
could not be filed within the prescribed time period. (Attach extra sheets, if
needed)
Because of delays in completing the year-end financial information, the
results for the fiscal year 1999 are not complete.
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PART IV - OTHER INFORMATION
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(1) Name and telephone number (include area code) of person to contact
in regard to this notification: John B. Calfee, Jr., CFO (614) 792-0777
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(2) Have all other periodic reports required under ss.13 or ss.15(d) of
the Securities Exchange Act of 1934 or ss.30 of the Investment Company Act of
1940 during the preceding twelve 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
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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.
On October 13, 1999, the Company filed a Form 8-K indicating the conveyance of
all customer wholesale agreements, records and customer display fixtures located
on the business premises of its customers to two other companies. The Company
has closed substantially all facilities and is in the process of selling its
assets as well as collecting its accounts receivable. Proceeds will be used to
pay off bank debt and accounts payable to the extent possible. The Company
anticipates a loss from operations in excess of $19 million on adjusted revenues
of over $275 million. After writedowns of goodwill and intangibles and after
charges for depreciation and interest, the Company anticipates a loss in excess
of $140 million for fiscal year 1999.
United Magazine Company has caused this notification to be signed on
its behalf by the undersigned thereunto duly authorized.
December 31, 1999 /s/ John B. Calfee, Jr.
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Date By
John B. Calfee, Jr., CFO
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Print Name and Title
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ATTENTION
Intentional misstatements or omissions of fact constitute Federal
Criminal Violations (See 18 U.S.C. 1001).
