MICROAGE INC /DE/
NT 10-Q, 1999-06-15
COMPUTERS & PERIPHERAL EQUIPMENT & SOFTWARE
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                     U.S. SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 12b-25

                                             Commission File Number ____________

                           NOTIFICATION OF LATE FILING
                                  (CHECK ONE):
[ ] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q and
Form 10-QSB [ ] Form N-SAR

                 For Period Ended: 05/02/99

[ ] Transition Report on Form 10-K           [ ] Transition Report on Form 10-Q
[ ] Transition Report on Form 20-F           [ ] Transition Report on Form N-SAR
[ ] Transition Report on Form 11-K

                 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

         Full Name of Registrant:                    MicroAge, Inc.

         Former Name if Applicable                   N/A

         Address of Principal Executive Office       2400 South MicroAge Way,
         (Street and Number)

         City, State and Zip Code:                   Tempe, Arizona 85282


PART II--RULES 12b-25(b) AND (c)

<PAGE>

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;

[X]      (b) The subject annual report, semi-annual report, transition report on
         Form 10-K,  Form 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, 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, 10-KSB,  20-F, 11-K,
10-Q, 10-QSB,  N-SAR,  or the transition  report or portion thereof could not be
filed within the prescribed period.

          The  Registrant  has  determined  that  it  would  be  appropriate  to
          write-off a portion of the  goodwill on its balance  sheet  during the
          fiscal  quarter ended May 2, 1999. The  Registrant  cannot  accurately
          determine the exact amount of the goodwill write-off before Wednesday,
          June  16,  1999,  which  is the date by  which  the  Registrant  would
          otherwise  be  required  to file its Form 10-Q  Report  for the fiscal
          quarter  ended May 2, 1999.  The  Registrant  expects to file the Form
          10-Q Report on or about Monday, June 21, 1999.


PART IV--OTHER INFORMATION


         (1) Name and telephone number of person to contact in regard to this
             notification

             James R. Daniel                              (602) 366-2000
                 (Name)                           (Area Code) (Telephone Number)

<PAGE>

         (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.

          Excluding the write-off relating to goodwill (see Part III above), the
          Registrant's  consolidated  pre-tax loss for the fiscal  quarter ended
          May 2,  1999  is  expected  to be  approximately  $46  million,  which
          includes  restructuring and other one-time charges of $14 million. The
          Company's  consolidated  pre-tax loss for the fiscal quarter ended May
          3, 1998 was $9.8 million.

<PAGE>

                                    SIGNATURE


         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned, thereunto duly authorized.


                                    MICROAGE, INC.
                                    (Registrant)

Date: June 15, 1999
                                    By: /s/ James R. Daniel
                                        ---------------------------------
                                        Executive Vice President, Chief
                                        Financial Officer and Treasurer


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