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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12B-25
COMMISSION FILE NUMBER 1-11604
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: December 31, 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: Not Applicable
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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: Not Applicable
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PART I
REGISTRANT INFORMATION
Full name of registrant: Carmike Cinemas, Inc.
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Former name if applicable: Not Applicable
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Address of principal executive office (Street and number): 1301 First Avenue
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City, State and Zip Code: Columbus, Georgia 31901
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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 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 Form 10-K, 20-F, 11-K or Form N-SAR, or
portion thereof will be filed on or before
[X] 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:
The Company requires additional time to prepare and file its Annual
Report on Form 10-K for the fiscal year ended December 31, 1999 (the "1999 Form
10-K") in order to reflect recent developments concluded just prior to the
prescribed due date for the 1999 Form 10-K. The Company and its lenders have
successfully negotiated amendments to the Company's bank credit facilities and a
master lease facility, which amendments are currently in the process of being
documented. Due to difficulties and issues associated with the negotiation of
these amendments, which were beyond the Company's control, the Company was
unable to timely file the 1999 Form 10-K without unreasonable effort or expense.
Rule 12b-25 provides a fifteen-day extension period (through April 14, 2000) for
the filing by the Company of its 1999 Form 10-K.
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PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
<TABLE>
<S> <C> <C>
Martin A. Durant (706) 576-3416
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(Name) (Area code) (Telephone Number)
</TABLE>
(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?
[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.
Summary data for the quarter and year ended December 31, 1999 and 1998 is as
follows (In thousands, except for per share data):
<TABLE>
<CAPTION>
Year Ended December 31 Quarter Ended December 31
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1999 1998 1999 1998
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<S> <C> <C> <C> <C>
Total revenues $486,925 $481,568 $119,106 $119,008
Operating income (loss) 16,528 (21,583) (25,858) (62,002)
Net income (loss) before
extraordinary item (12,585) (30,647) (22,642) (43,563)
Net income (loss) (18,876) (30,647) (22,642) (43,563)
Basic and diluted income (loss)
per common share before
extraordinary item (1.37) (2.73) (2.06) (3.86)
Basic and diluted income (loss)
per common share (1.93) (2.73) (2.06) (3.86)
</TABLE>
In the fourth quarter of 1999, the Company identified impairments of asset
values for certain of its theatres (the "1999 Impairment Charge"). The 1999
Impairment Charge totaled approximately $28 million (approximately $17 million
after income taxes or $1.50 per share). This charge reduced the carrying value
of property and equipment by approximately $22 million (costs of $35 million
less accumulated depreciation and amortization of approximately $13 million) and
the excess of purchase price over net assets of business acquired by
approximately $6 million.
During the fourth quarter of 1999, the Company also identified an investment in
a joint venture as permanently impaired based on the joint venture's estimate of
future cash flows. The 50% owned joint venture is managed by the Company under
a management agreement. The impairment charge of approximately $5 million
(approximately $3 million after income taxes or $.30 per share) recognized by
the Company represents the Company's pro-rata portion of the impairment.
In the fourth quarter of 1998, the Company identified impairments of asset
values for certain of its theatres (the "1998 Impairment Charge"). The 1998
Impairment Charge totaled approximately $38 million (approximately $24 million
after income taxes or $2.12 per share). This charge reduced the carrying value
of property and equipment by $29 million (costs of approximately $49 million
less accumulated depreciation and amortization of approximately $20 million) and
the excess of purchase price over net assets of businesses acquired by
approximately $9 million.
In December 1998, the Company's Board of Directors approved a restructuring plan
involving the closure or disposition of a group of theatres in certain markets
that did not fit the Company's operating and growth strategies (the
"Restructuring Plan"). In accordance with the Restructuring Plan, such theatres
were closed during 1999. The Company has recognized a 1998 charge of
approximately $35 million (approximately $21 million after income taxes or $1.89
per share) to establish reserves for the future cash expenditures related to
these theatres.
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Carmike Cinemas, 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
thereunto duly authorized:
Date: March 31, 2000 By: /s/ Martin A. Durant
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Name: Martin A. Durant
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Title: Senior Vice President - Finance
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