UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC FILE NUMBER _-_____
CUSIP NUMBER _______
(Check One): / / Form 10-K / / Form 20-F / / Form 11-K
/x/ Form 10-Q / / Form N-SAR
For Period Ended: February 29, 1996
/ / 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:
_______________________________________________________________________________
PART I - REGISTRANT INFORMATION
Acclaim Entertainment, Inc.
Full Name of Registrant
- ----------------------------------------------------------------
Former Name if Applicable
One Acclaim Plaza
Address of Principal Executive Office (Street and Number)
Glen Cove, New York 11542
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;
|
| (b) The subject annual report, or semi-annual report, transition report on
| Form 10-K, Form 20-F, 11-K, Form N-SAR, or portion thereof, will be
/x/ | filed on or before the fifteenth 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 Forms 10-K, 11-K, 10-Q, N-SAR,
or the transition report or portion thereof, could not be filed within the
prescribed time period. (Attach Extra Sheets if Needed)
In connection with the completion of the Company's analysis of the quarterly
results, management determined to exit the current cartridge market. This
determination necessitated, among other things, calculation of a special
cartridge video exit charge and the establishment of additional reserves on an
item-by-item basis with respect to accounts receivable and inventory. In order
to complete these calculations the Company determined to file its Form 10-Q one
day late.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Eric M. Lerner, Esq. (212) 940-7157
(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 reports) been filed? If 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. See attached explanation.
Acclaim Entertainment, Inc.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: April 16, 1996 By /s/ Anthony Williams
--------------------------
Anthony Williams
Executive Vice President &
Chief Financial Accounting
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.
INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL
CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).
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.
In connection with the Company's decision to exit the current
cartridge video game business, it has taken a special cartridge video exit
charge of $51.2 million in its second fiscal quarter ended February 29, 1996.
After accounting for the charge, the Company reported revenues of $46.8 million
and a net loss of $55.8 million for the period, or $1.12 loss per share.
The special cartridge video exit charge consists of write-offs and
allowances for accounts receivable, inventories, and prepaid royalties.
Product categories affected by the exit strategy include software
compatible with five different hardware gaming systems: Nintendo's SNES
and Gameboy systems, as well as Sega's Genesis, 32X and Game Gear
products. See attached Statement of Consolidated Operations for additional
information with respect to the three and six months ended February 29, 1996 and
the comparable periods in the prior fiscal year.
ACCLAIM ENTERTAINMENT, INC. AND SUBSIDIARIES
STATEMENTS OF CONDENSED CONSOLIDATED OPERATIONS
(IN 000s, except per share data)
<TABLE>
<CAPTION> Three Months Ended Six Months Ended
------------------------------ ------------------------------
February 29, February 28, February 29, February 28,
1996 1995 1996 1995
---- ---- ---- ----
<S> <C> <C> <C> <C>
NET REVENUES $ 46,759 $161,273 $181,206 $325,577
COST OF REVENUES 34,438 73,456 110,302 151,121
GROSS PROFIT 12,321 87,817 70,904 174,456
OPERATING EXPENSES
Special cartridge video charge 51,168 -- 51,168 --
Selling, advertising, general and
administrative expenses 43,293 61,781 95,877 118,499
Operating interest 2,073 1,027 3,105 1,912
Depreciation and amortization 3,699 2,013 7,195 3,613
TOTAL OPERATING EXPENSES 100,233 64,821 157,345 124,024
(LOSS) EARNINGS FROM OPERATIONS (87,912) 22,996 (86,441) 50,432
OTHER INCOME (EXPENSE) 5,133 637 4,538 466
(LOSS) EARNINGS BEFORE INCOME TAXES (82,779) 23,633 (81,903) 50,898
(BENEFIT) PROVISION FOR INCOME TAXES (26,805) 9,780 (26,455) 21,085
NET (LOSS) EARNINGS BEFORE MINORITY INTEREST (55,974) 13,853 (55,448) 29,813
MINORITY INTEREST (203) -- (272) --
NET (LOSS) EARNINGS $(55,771) $13,853 $(55,176) $ 29,813
NET (LOSS) EARNINGS PER COMMON AND COMMON
EQUIVALENT SHARE $ (1.12) $ 0.28 $ (1.12) $ 0.61
WEIGHTED AVERAGE NUMBER OF COMMON AND
COMMON EQUIVALENT SHARES OUTSTANDING 49,915 48,742 49,070 48,742
</TABLE>
