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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
Commission File Number: 1-9208
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:
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[ ] Transition Report on Form 10-K [ ] Transition Report on Form 10-Q
[ ] Transition Report on Form 20-F [ ] Transition Report on Form N-SAR
[ ] Transition Report on Form 11-K
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 the notification relates:
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PART I
REGISTRANT INFORMATION
Full name of registrant
NRG GENERATING (U.S.) INC.
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Former name if applicable
O'Brien Environmental Energy, Inc.
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Address of principle executive office (Street and number)
1221 Nicollet Mall
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City, state and zip code Minneapolis, Minnesota 55403
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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 appropriate box.)
[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, 20-F, 11-K or Form N-SAR, or portion there
of will be 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.
On September 28, 1994, the registrant (then named O'Brien Environmental
Energy, Inc.) filed a voluntary petition for reorganization under Chapter 11 of
the United States Bankruptcy Code with the United States Bankruptcy Court for
the District of New Jersey (the "Court"). On April 30, 1996, the registrant
emerged from bankruptcy. The registrant has filed with the Securities and
Exchange Commission under cover of Form 8-K the monthly reports which were
filed with the Court relating to periods during which the registrant was under
the protection of the bankruptcy laws. However, because of the pendency of the
bankruptcy proceeding and the related disruptions to the registrant's business
and organization, it was necessary for the registrant to delay the preparation
of audited financial statements for the fiscal year ended June 30, 1995. Such
financial statements have been filed under cover of Form 8-K dated September
25, 1996. The registrant was unable to complete the preparation of financial
statements for the fiscal year ended June 30, 1996 or commence preparation of
the Annual Report on Form 10-K for the fiscal year ended June 30, 1996 until
the financial statements for the fiscal year ended June 30, 1995 had been
completed. As a result, the registrant is unable to file any portion of the
Form 10-K for the fiscal year ended June 30, 1996 at this time. The
registrant expects to complete the preparation of its financial statements for
the year ended June 30, 1996, in October 1996 and to file its Report on Form
10-K for the year ended June 30, 1996, at the earliest practicable date
thereafter.
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PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to
this notification
Mr. Timothy P. Hunstad (612) 373-5300
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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).
[ ] Yes [X] No
The registrant has not filed the following periodic reports:
Quarterly Report on Form 10-Q for the period ended September 30, 1994
Quarterly Report on Form 10-Q for the period ended December 31, 1994
Quarterly Report on Form 10-Q for the period ended March 31, 1995
Annual Report on Form 10-K for the fiscal year ended June 30, 1995
Quarterly Report on Form 10-Q for the period ended September 30, 1995
Quarterly Report on Form 10-Q for the period ended December 31, 1995
Quarterly Report on Form 10-Q for the period ended March 31, 1996
(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.
The registrant anticipates that the earnings statements to be included
in the Annual Report on Form 10-K for the period ended June 30, 1996 will
reflect a significant decrease in operating losses from the corresponding
period for the last fiscal year. The registrant believes that the anticipated
change in operating losses will be the result of asset write-downs during the
fiscal year ended June 30, 1995 that will not be replicated during the fiscal
year ended June 30, 1996 and significant reductions in selling, general and
administrative expenses due to corporate restructing prior to emerging from
bankruptcy. Because the registrant has not yet completed the preparation of the
financial statements for the fiscal year ended June 30, 1996, a reasonable
estimate of such change in results cannot be made at this time.
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NRG Generating (U.S.) Inc. has caused this notification to be signed on its
behalf by the undersigned thereunto duly authorized.
Date September 30, 1996 /s/ Timothy P. Hunstad
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By: Timothy P. Hunstad
Vice President and Chief Financial Officer
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