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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION Cusip Number
Washington, D.C. 20549 825397 10 2
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number 015939
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(Check One):
[X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form N-SAR
For Period Ended: MARCH 31, 1998
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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:
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Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
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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
SHOWSCAN ENTERTAINMENT INC.
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Full Name of Registrant
Not Applicable
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Former Name if Applicable
3939 Landmark Street
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Address of Principal Executive Office (Street and Number)
Culver City, California 90232
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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 Rules 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;
[X] (b) The subject annual report, semi-annual
report, transition report on Form 10-K, Form
20-F, 11-K, Form N-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 12b-25(c) has been attached
if applicable.
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PART III--NARRATIVE
State below in reasonable detail the reasons why the Form 10-K, 20-F, 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)
Notwithstanding the best efforts of Showscan Entertainment Inc. (the "Company"
or the "Registrant"), the necessary year-end closing processes of the Company
have taken a longer period of time than originally planned for or expected. The
principal reason for the delay is the loss of several key accounting and
operating employees who left the Company just after the fiscal year-end. The
remaining employees had to perform the tasks of those who left while already
behind in their own work due to the efforts devoted to the failed merger on
March 31, 1998 with Iwerks Entertainment, Inc. and the recovery therefrom. It is
the opinion of the Company's management that the late date of the completion of
the closing processes make it impractical to file the Annual Report on Form 10-K
on or before the prescribed due date without the incurrence of unreasonable
effort and expense. The Company expects to file its Form 10-K within the 15-day
extension period provided for in Rule 12b-25.
PART IV--OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to
this notification
<TABLE>
<S> <C> <C>
W. TUCKER LEMON 310 558-0150
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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 answer is no,
identify report(s).
[X] Yes [ ] No
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(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 of 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 Company and certain of its joint ventures are in the process of finalizing
their financial statements for the fiscal year ended March 31, 1998 ("Fiscal
1998"). Dependent upon determination of final amounts for these financial
statements, the estimated net loss for Fiscal 1998 could be between $8,000,000
and $9,000,000. This compares with the net loss of $3,919,000 recorded for the
fiscal year ended March 31, 1997 ("Fiscal 1997"). The Company currently
estimates that a) its total revenues for Fiscal 1998 will be $10,400,000 as
compared to $17,711,000 in Fiscal 1997, b) estimates that its equity loss in
operations of owned and operated theatres will be $750,000 in Fiscal 1998 from
an equity loss of $694,000 in Fiscal 1997, and c) its interest and other
expenses for Fiscal 1998 will be $725,000 as compared to $692,000 in Fiscal
1997. Until the determination of final financial statement amounts, the Company
cannot make a reasonable estimate or comment on any other results for Fiscal
1998.
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SHOWSCAN ENTERTAINMENT 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
hereunto duly authorized.
Date June 26, 1998 By /s/ W. TUCKER LEMON
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Senior Vice President,
General Counsel and Secretary
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
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Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001)
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(Attach Extra Sheets If Needed)
