UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
(Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [ X ] Form 10-Q
[ ] Form N-SAR
For Period Ended: March 28, 1998
[ ] 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:
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
Delta Woodside Industries, Inc.
Full Name of Registrant
Former Name if Applicable
233 North Main Street, Suite 200
Address of Principal Executive Office (Street and Number)
Greenville, South Carolina 29601
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, semi-annual report,
transition report on Form 10-K, Form 20-, 11-K or
SAR, or portion thereof, will be filed on or
before the fifteenth calendar day following
the prescribed due date; or the subject
quarterly report of 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 12b25(c) has
been attached if applicable.
PART III - NARRATIVE
State below in reasonable detail the reasons why
Forms 10-K, 20F, 11-K, 10Q, N-SAR, or the
transition report or portion thereof, could not be
filed within the prescribed time period.
A number of significant transactions during the
quarter ended March 28, 1998 combined to make it impossible for
the Company to file its 10-Q on a timely basis.
1. The Company decided to take restructuring
charges and close two major businesses.
2. The company decided to report the closure of
these businesses as discontinued operations,
requiring the restatement of prior period financials.
3. The Company signed a new debt agreement
requiring research into attendant loan covenants.
4. The Company had to review requirements for a
waiver of loan covennants under an existing credit facility.
5. The recent issuance of senior notes created the need to
prepare and file 10Qs for a subsidiary of the Company in
addition to the 10Q for the parent.
6. The Company adopted FASB 128 requiring complex
calculations of common equivalents to calculate diluted weighted
average shares outstanding.
7. The Company adopted FASB 131 requiring new disclosures for
segment reporting, as well as, restatement of segment data
for prior periods.
These transactions, taken together, have
required an extraordinary amount of accounting
effort on the part of the Company compared to
the normal accounting burden involved in filing
a 10-Q.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to
contact in regard to notification.
Robert W. Humphreys 864 232-8301
(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under
Section 13 of 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 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.
As described previously in Part III, the company
is reporting discontinued operations in this
period, requiring reclassification of certain items previously
reported. Following is a summary of the results of operations of
discontinued segments. Reported revenues and expenses will be
adjusted for these items. The Company's fiscal year ends on the
last business day in June.
Three Months Ended Nine Months Ended
March 28, March 29, March 28, March 29,
1998 1997 1998 1997
(In thousands)
Net Sales $ 25,361 $ 30,142 $ 87,794 $ 88,806
Cost and expenses 28,332 34,118 97,432 98,580
(Loss) before income taxes (2,971) (3,976) (9,638) (9,774)
Income tax expense
(benefit) 1,331 (2,062) (313) (5,263)
(Loss) from discontinued
operations (4,302) $ (1,914) $ (9,323) $ (4,511
Estimated (Loss) on
disposal of discontinued
operations $(37,042) $ (37,042)
Delta Woodside Industries, 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 May 13, 1998 By: /s/ Robert W. Humphreys
Robert W. Humphreys
