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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number
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(Check One):
/X/Form 10-K / /Form 10-KSB / /Form 11-K / /Form 20-F / /Form 10-Q / /Form N-SAR
For Period Ended September 27, 1997
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/ / Transition Report on Form 10-K
/ / Transition Report on Form 10-K and Form 10-QSB
/ / 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:
PART I -- REGISTRANT INFORMATION
Full name of registrant Radius Inc.
Former name if applicable
Address of principal executive office (STREET AND NUMBER) 215 Moffett Park Drive
City, State and Zip Code Sunnyvale, CA 94086
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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.)
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/ / (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, 10-KSB, 20-F, 11-K or Form N-SAR, or portion thereof
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, 10-QSB, 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, 10-KSB, 11-K,
20-F, 10-Q, 10-QSB, N-SAR or the transition report portion thereof could not
be filed within the prescribed time period. (Attach extra sheets if needed)
The registrant's annual report on Form 10-K could not be filed within the
prescribed time period due to a lack of administrative resources at the
registrant's offices as a result of the lay-off of personnel in October 1997.
The registrant intends to file its fiscal 1997 Form 10-K with the
Commission on or before the 15th calendar day following the prescribed due
date.
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
(Name) (Area Code) (Telephone Number)
Henry V. Morgan (408) 541-5025
(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. (See attached)
(Name of Registrant as Specified in Charter)
Radius Inc.
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date December 24, 1997 By /s/ Henry V. Morgan
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Henry V. Morgan
Senior Vice President,
Chief Financial Officer
and Secretary
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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.
ATTENTION
Intentional misstatements or omissions of fact constitute Federal
criminal violations (SEE 18 U.S.C. 1001).
ATTACHMENT FOR PART IV - OTHER INFORMATION
The Company expects that its results of operations for the 1997 fiscal
year will differ significantly from its results of operations for the 1996
fiscal year. Although reasonable estimates of these results can be made, the
Company and its auditors must still complete a technical review of the
financial statements as well as the Form 10-K. Due to decreased staffing
levels during the lay-offs in October 1997, there are fewer Company personnel
as well as other resources available to complete such reviews.
The Company's unaudited results of operations for fiscal 1997 as
compared to fiscal 1996 are expected to be as follows:
1997 1996
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(IN THOUSANDS, EXCEPT PER SHARE DATA)
CONSOLIDATED STATEMENTS OF
OPERATIONS DATA:
Net sales $ 31,150 $ 90,290
Cost of sales 31,032 77,382
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Gross profit 118 12,908
Operating expenses:
Research and development 5,002 7,478
Selling, general and administrative 21,355 25,886
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Total operating expenses 26,357 33,364
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Loss from operations (26,239) (20,456)
Other income (expense) net 30,600 24,032
Interest expense (2,777) (3,736)
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Income (loss) before income taxes 1,584 (160)
Provision for income taxes 316 815
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Net income (loss) $ 1,268 $ (975)
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Preferred stock dividend 272 -
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Net income (loss) applicable to
common shareholders $ 996 $ (975)
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Net income (loss) per common share $ 0.02 $ (0.05)
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Common shares used in computing
net income (loss) per common share 55,223 21,251
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NET SALES. The Company's net sales for fiscal 1997 decreased 65.5% to
$31.2 million from $90.3 million for fiscal 1996. The decline is due to the
following factors: the Company's efforts to refocus its business on higher
margin products; the divestiture of certain business units, such as its Color
Hard Copy Group which had $7.0 million in sales for fiscal 1996; entering
into exclusive distributor arrangements for Japan and Europe effective April
1, 1996 and July 1, 1996, respectively, which relationships provide for the
Company to recognize as net sales, a percentage of the sales price of each
product sold by those distributors as compared to the entire sales price of
the product which was formerly recognized by the Company as net sales prior
to the appointment of these distributors; uncertainty regarding the viability
of the Apple Macintosh product line; and the slow
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development of the 3D graphics market due to limited applications software
availability. As a result of these factors, product sales decreased 70.2% in
fiscal 1997 from fiscal 1996. Commissions and royalties increased in fiscal
1997 by 125.5% to $4.9 million from $2.2 million in fiscal 1996 due to the
exclusive distributor relationship in Europe and Japan and due to royalties
paid by Umax Computer Corporation under their license agreement for the MacOS
compatible systems signed in February 1996. Also as a result of the exclusive
distributor relationship in Japan and Europe the Company's export sales for
fiscal 1997 declined to 15.7% of net sales as compared to 50.7% of net sales
for fiscal 1996.
GROSS PROFIT. The Company's gross profit margin was 0.4% for fiscal 1997,
as compared with 14.3% for fiscal 1996. Included in fiscal 1997 are one time
charges of $9.7 million consisting principally of inventory write downs of
$7.7 million reflecting current market conditions for the Company's products
and reserves for excess purchase order commitments of $2.0 million for
inventory in excess of anticipated demand. These changes reflect decreases in
demand and the Company's decision to refocus its business. Included in fiscal
1996 was a one time charge of $3.5 million resulting from the Company's
financial restructuring completed in September 1996. Excluding these one time
charges, gross profit margin in fiscal 1997 was 31.5% compared to 18.3% in
fiscal 1996.
RESEARCH AND DEVELOPMENT EXPENSES. Research and development expenses
decreased from $7.5 million or 8.3% of net sales for fiscal 1996 to $5.0
million or 16.1% of net sales for fiscal 1997. The Company decreased its
research and development expenses primarily by reducing expenses related to
headcount resulting from the Company's efforts to refocus its business and
business divestitures. The increase in research and development expenses
expressed as a percentage of net sales for fiscal 1997, was primarily
attributed to the decrease in net sales and the Company's refocusing on
higher-end products, rather than high-volume lower-margin products.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general and
administrative expenses decreased from $25.9 million or 28.7% of net sales
for fiscal 1996 to $21.4 million or 68.6% of net sales for fiscal 1997.
Included in these expenses for fiscal 1997 is a $2.6 million charge to
increase the allowance for doubtful accounts due to accounts which the Company
determined were unlikely to be collected in full. Included in these expenses
for fiscal 1996 was a reduction of $0.9 million for a reduction in
restructuring reserves to reflect the then current requirements. Adjusting
for these charges and reductions, selling, general and administrative expenses
would have been $18.8 million or 60.3% of net sales in fiscal 1997, compared
to $26.8 million or 29.7% of net sales in fiscal 1996. The Company decreased
its selling, general and administrative expenses primarily by reducing
expenses related to headcount resulting from the Company's efforts to refocus
its business and business divestitures. The increase in selling, general and
administrative expenses expressed as a percentage of net sales was primarily
attributed to the decrease in net sales and the Company's refocusing on
higher-end products, rather than high-volume lower-margin products.
OTHER INCOME (EXPENSE) NET. Other income was $30.5 million for fiscal
1997 compared to $24.0 million for fiscal 1996. The other income for fiscal
1997 was due to the sale of 996,875 shares of Splash Technology Holdings,
Inc. common stock in August 1997. The other income in fiscal 1996 was
primarily due to approximately $23.8 million resulting from the Company's
divestitures of three business lines, including the Color Server Group.
