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)
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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)
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(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.
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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