SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
Commission File Number 000-13084
NOTIFICATION OF LATE FILING
(Check One): / / Form 10-K / / Form 11 K / / Form 20-F /x/ Form 10-Q
/ / Form N-SAR
For Period Ended: September 30, 1999
/ / 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: _________________________________________
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 1_______________________________________________________________
PART I
REGISTRANT INFORMATION
Full name of registrant _____ Warrantech Corporation ___________
Former name if applicable
Address of principal executive office (Street and number)
300 Atlantic Street
City, state and zip code Stamford, CT 06901
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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 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.
/ / b) The subject annual report, semi-annual report, transition report
on Form 10-K, 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, 11-K, 20-F, 10-Q,
N-SAR or the transition report portion thereof could not be filed within the
prescribed time period. (Attach extra sheets if needed).
Registrant is not able to furnish the financial information required
pursuant to Part I of its Form 10-Q for the period ended September 30, 1999,
because it is still awaiting the receipt of the views of the Chief Accountant's
Office of the Division of Corporation Finance ("DCF") of the Securities and
Exchange Commission concerning the revenue recognition accounting policy which
Registrant should apply. The DCF informed Registrant on October 1, 1999 that it
believes that Registrant should recognize revenue from extended service
contracts in which Registrant is the obligor in accordance with Financial
Accounting Standards Board Technical Bulletin 90-1, and Registrant is performing
the calculations necessary to comply with this accounting policy. The DCF
further informed Registrant that, with respect to service contracts in which
Registrant is not the obligor, it believes that Registrant is required to
recognize administrative fees on a straight-line basis over the life of the
contracts which Registrant administers. Registrant currently defers only a
portion of the administrative fee income which pertains to administrating claims
over the life of the contracts and recognizes the balance of the income in the
period in which the service contracts are sold because a substantial amount of
the revenue relates to expenses which are incurred in connection with the
acquisition of the service contract business. After being informed of the DCF's
position with respect to revenue from contracts in which Registrant is not the
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obligor, Registrant requested the DCF to reconsider its position, and the DCF
has agreed to do so. Pursuant to the request of the DCF, Registrant furnished
information to the DCF concerning the manner in which Registrant allocates
revenue from such service contracts. Registrant is awaiting the DCF's position
following its reconsideration of this matter. Registrant intends to file its
financial information after receipt of the DCF's position.
PART IV
OTHER INFORMATION
1) Name and telephone number of person to contact in regard to this
notification.
Richard F. Gavino (203) 975-1100
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).
/ / Yes /x/ No
Form 10-K for the fiscal year ended March 31, 1999.
Form 10-Q for the period ended June 30, 1999.
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
quantatively, and, if appropriate, state the reasons why a reasonable estimate
of the results cannot be made.
It is anticipated that there may be a significant change in the results of
operations for the quarter ended September 30, 1999 as compared to the
corresponding period for the last fiscal year due to the fact that, as
previously reported, the DCF has informed Registrant of its view that Registrant
is required to change its revenue recognition policy with respect to its
extended service contract business. Registrant is currently performing the
calculations for the recognition of revenues from the service contracts in which
Registrant is the obligor, in accordance with the position of the DCF, and
Registrant is awaiting the views of the DCF with respect to the accounting
policy to be applied to the revenue from service contracts in which it is not
the obligor. For these reasons, Registrant is not able to state, at this time, a
reasonable estimate of its results for the quarter ended September 30, 1999.
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Warrantech Corporation
(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: November 15, 1999 Warrantech Corporation
By: /s/ Richard F. Gavino
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Name: Richard F. Gavino,
Title: Executive Vice President, Chief
Financial Officer and Accounting
Officer
