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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 12b-25
NOTIFICATION OF LATE FILING
SEC FILE NUMBER
0-19512
(Check One):
CUSIP NUMBER
755246 10 5
[X] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K
[ ] Form 10-Q and Form 10-QSB [ ] Form N-SAR
For Period Ended: September 30, 1999
[ ] 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:
Read attached instruction sheet before preparing form. Please
print or type.
Nothing in this 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: Read Rite Corp
Former Name if Applicable: N/A
Address of Principal Executive Office (Street and Number)
345 Los Coches Street, Milpitas, California 95035
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;
[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 fifteenth 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.
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PART III - NARRATIVE
State below in reasonable detail the reasons why Form 10-K and Form
10-KSB, 20-F, 11-K, 10-Q and Form 10-QSB, N-SAR, or the transition
report or portion thereof could not be filed within the prescribed
period.
Since the fourth quarter of fiscal year 1999, the Company has not
been in compliance with certain financial covenants required by the
terms of its revolving credit facility. In October 1999, the size of
the revolver portion of the credit facility was reduced from $100
million to $75 million and the banks agreed to waive compliance on
these financial covenants through December 31, 1999. The Company has
met all payment terms of the facility, including all required
interest payments. At this time, the Company is negotiating with its
banks for an additional waiver or amendment. If the Company fails to
obtain an additional waiver or amendment from the banks for the
balance of the current fiscal year, the borrowing under generally
accepted accounting principles will be treated as a current
liability rather than long-term debt. In addition, failure to obtain
the waiver or amendment may require the external auditors to include
an explanatory paragraph in their opinion on the financial
statements.
Furthermore, the financial statements for the fiscal year ended
September 30, 1999 cannot be finalized as management of the Company
has not determined whether or not an end of the year adjustment is
appropriate for certain of the Company's long-term assets. Such a
determination may require adjustments to properly account for any
change to the Company's long-term asset valuation.
At this time, the Company is unable to reasonably estimate the
impact of the issues described above. Therefore, an extension of
time to file is requested. As indicated in Part II, above, the Form
10-K will be filed on or before the 15th calendar day following the
prescribed due date.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard
to this notification
John T. Kurtzweil 510-683-6100 December 27, 1999
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(Name) (Telephone) (Date)
(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 reports(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
See attached "Schedule A"
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.
READ-RITE CORPORATION
has caused this notification to be signed on its behalf by the
undersigned thereunto duly authorized.
Date December 27, 1999 By /s/ John T. Kurtzweil
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INSTRUCTION: The form may be sign 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
Intentional misstatements or omissions of fact constitute Federal
Criminal Violations (See 18 U.S.C. 1001).
GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 (17 CFR 240, 12b-25) of
the General Rules and Regulations under the Securities Exchange Act
of 1934.
2. One signed original and four conformed copies of this form and
amendments thereto must be completed and filed with the Securities
and Exchange Commission, Washington, D.C. 20549, in accordance with
Rule 0-3 of the General Rules and Regulations under the Act. The
information contained in or filed with the Form will be made a
matter of the public record in the Commission files.
3. A manually signed copy of the form and amendments thereto
shall be filed with each national securities exchange on which any
class of securities of the registrant is registered.
4. Amendments to the notifications must also be filed on Form
12b-25 but need not restate information that has been correctly
furnished. The form shall be clearly identified as an amended
notification.
5. Electronic Filers. This form shall not be used by electronic
filers unable to timely file a report solely due to electronic
difficulties. Filers unable to submit a report within the time
period prescribed due to difficulties in electronic filing should
comply with either Rule 201 or Rule 202 of Regulation S-T or apply
for an adjustment in filing date pursuant to Rule 13(b) of
Regulation S-T.
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Read-Rite Corporation SEC File Number: 0-19512
Schedule A
The financial statements for the fiscal year ended September 30, 1999 cannot be
finalized as management of the Company has not completed its evaluation of
whether or not an end of the year adjustment is appropriate for certain of the
Company's long-term assets. Such a determination may require adjustments to
properly account for any change to the Company's long-term asset valuation.
In addition, the Company is also in negotiations with its lenders to obtain an
additional waiver or amendment in connection with certain terms of its credit
facility. Failure to obtain the waiver or amendment may require the external
auditors to include an explanatory paragraph in their opinion on the financial
statements.
At this time, the Company is unable to reasonably estimate the impact of the
issues described above. Therefore, an extension of time to file is requested.
