UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
SEC FILE NUMBER
1-8048
CUSIP NUMBER
872479 20 9
NOTIFICATION OF LATE FILING
(Check One): [X] Form 10-K [ ]Form 20-F [ ]Form 11-K [ ]Form 10-Q [ ]Form N-SAR
For Period Ended: June 26, 1998
[ ] 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: ___________________________
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.
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
TII Industries, Inc.
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Full Name of Registrant
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Former Name if Applicable
1385 Akron Street
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Address of Principal Executive Office (Street and Number)
Copiague, New York 11726
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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)
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
[X] Form 10-K, Form 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 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.
See Attachment "A".
PART III -- NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
See Attachment "B".
<PAGE>
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
PART IV -- OTHER INFORMATION
(2) Name and telephone number of person to contact in regard to this
notification
Paul G. Sebetic 516 789-5000
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(Name) (Area Code) (Telephone Number)
(3) 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 answer is no, identify report(s)
[X] Yes [ ] No
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(4) 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 results cannot be made.
See Attachment "C".
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TII Industries, 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 September 24, 1998 By /s/ Paul G. Sebetic
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Paul G. Sebetic
Vice President-Finance
and Chief Financial Officer
<PAGE>
Attachment "A"
September 24, 1998
TII Industries, Inc.
1385 Akron Street
Copiague, New York 11726
Dear Sir or Madam:
The accounting personnel of the Company and the personnel in charge of the
Company's audit for Arthur Andersen LLP, the Company's independent pubic
accountants, are based in Puerto Rico, where the Company's principal operations
offices are located.
As a result of the passage of Hurricane Georges through Puerto Rico on September
21-22, 1998, the completion of the audit has been delayed.
Very truly yours,
ARTHUR ANDERSEN LLP
By:/s/ Vincente Gregario
Vincente Gregario
<PAGE>
Attachment "B"
The accounting personnel of the Company and the personnel in charge of the
Company's audit for Arthur Andersen LLP, the Company's independent pubic
accountants, are based in Puerto Rico, where the Company's principal operations
offices are located.
As a result of the passage of Hurricane Georges through Puerto Rico on September
21-22, 1998, the completion of the audit has been delayed.
<PAGE>
Attachment "C"
In a press release issued on September 24, 1998, the Company reported a
net loss applicable to common shareholders of approximately $5.1 million on
revenues of approximately $50.5 million for the year ended June 26, 1998
compared to a loss of $856,000 on revenues of approximately $50.7 million for
the year ended June 27, 1997.
The Company had previously ( in its Quarterly Report of Form 10-Q for
its third fiscal quarter ended March 27, 1998 and in a press release) reported a
loss applicable to common shareholders of $3.8 million for the nine months ended
March 27, 1998 compared to $668,000 for the nine months ended March 28, 1997.
