U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One):
[ ] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K [X]
Form 10-Q and Form 10-QSB [ ] Form N-SAR
For Period Ended: October 29, 1994
[ ] 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: Not Applicable
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: Not Applicable
Part I - Registrant Information
Full Name of Registrant: DAIRY MART CONVENIENCE STORES, INC.
Former Name if Applicable: Not Applicable
Address of Principal Executive Office:
One Vision Drive
Enfield, Connecticut 06082
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 quarterly report on Form 10-Q will be filed
on or before the fifth calendar day following the prescribed due
date;
[ ] (c) The accountant's statement or other exhibit required by
Rule 12b-25(c) has been attached if applicable.
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Part III - Narrative
The Registrant could not file its quarterly report on Form
10-Q for the fiscal quarter ended October 29, 1994 on the
prescribed filing date for the following reasons:
On August 25, 1994, the Board of Directors of Dairy Mart
Convenience Stores, Inc. (the "Company") removed the
President and Chief Executive Officer of the Company. In
connection with such removal, certain litigation arose
involving the Company, the former President and Chief
Executive Officer and members of the Company's senior
management and its Board of Directors. Such events are more
fully described in the Company's Forms 8-K dated September
7, 1994 and September 13, 1994 and Form 10-Q dated September
19, 1994. The Company's management believes that it may be
possible to settle such litigation within the next few days
and is still in the process of determining the amount of
reserves and accounting disclosures relating to such removal
and litigation to be included in the financial statements
for the fiscal quarter ended October 29, 1994. As a result,
the Company is not able without unreasonable effort or
expense to file its Form 10-Q on or prior to the prescribed
filing date of December 13, 1994.
Part IV - Other Information
(1) Name and telephone number of person to contact in
regard to this notification:
Gregory G. Landry, Chief Financial Officer (203) 741-4444
(Name) (Tel. No.)
(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?
(See attached explanation)
[X] Yes [ ]
No
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Dairy Mart Convenience Stores, Inc. has caused this
notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Dated this 13th day of December, 1994
DAIRY MART CONVENIENCE STORES, INC.
/s/ Gregory G. Landry
By
Gregory G. Landry
Its Executive Vice President and
Chief Financial Officer
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EXPLANATION OF CHANGE IN RESULTS OF OPERATIONS
The Company anticipates that its financial results to be
reported in its consolidated statement of operations for the
fiscal quarter ended October 29, 1994 (the "Third 1995 Quarter")
will be materially less favorable than the $1,339,000 of net
income reported for the prior year's fiscal quarter ended October
30, 1993 (the "Third 1994 Quarter"). Financial results for the
Third 1995 Quarter were negatively impacted due primarily to a
decrease in income from operations during the Third 1995 Quarter
as compared to the Third 1994 Quarter. Such decrease in income
from operations was due primarily to reduced product gross
margins from convenience store operations and a $750,000
nonrecurring charge to earnings related to severance and other
personnel related costs associated with a reduction of
administrative support positions by the Company. A more detailed
discussion of results of operations will be included in the
Management's Discussion and Analysis of Financial Condition and
Results of Operations in the Form 10-Q to be filed.
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