GRAND UNION CO /DE/
NT 10-Q, 2000-11-28
GROCERY STORES
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

(Check One): |_| Form 10-K  |_| Form 20-F  |_|Form 11-K
             |X| Form 10-Q  |_| Form N-SAR

             For Period Ended: October 14, 2000
             [ ] 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 Instruction (on back page) Before Preparing Form. Please Print or Type.
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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

The Grand Union Company

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 Full Name of Registrant

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 Former Name if Applicable

201 Willowbrook Blvd

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 Address of Principal Executive Office (Street and Number)

Wayne, New Jersey 07470
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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)

|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, 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.

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.

Because of time demands on the Company and its personnel resulting from the
Company's Chapter 11 case and related sale of substantially all of its assets
and business, the Company is unable to timely file its report on Form 10-Q for
the period ended October 14, 2000.


PART IV - OTHER INFORMATION

(1)        Name and telephone number of person to contact in regard to this
           notification

     Jeffrey P. Freimark               (973)               890-9800
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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 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.

Although the financial statements have not yet been finalized, the results of
operations for the current reporting period will be significantly worse than the
results of operations for the corresponding prior period. Some of the factors
that have contributed to these results are the write-off of approximately $112
million of excess reorganization value and the diminished operations due to the
Company's Chapter 11 filing on October 3, 2000.

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                             The Grand Union Company
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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.

                   By: /s/ Jeffrey P. Freimark
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                       Jeffrey P. Freimark,
                       President and Chief Executive Officer,
                       Chief Financial and Administrative
                       Officer and Treasurer

Date:  November 28, 2000

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.

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                                    ATTENTION

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        Intentional misstatements or omissions of fact constitute Federal
                    Criminal Violations (See 18 U.S.C. 1001).
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                              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 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 Regulations S-T (ss.232.201 or ss.232.202 of this chapter)
        or apply for an adjustment in filing date pursuant to Rule 13(b) of
        Regulation S-T (ss.232.13(b) of this chapter).



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