U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
For year ended Commission File No.
December 31, 1994 33-72024
ADIENCE, INC.
(Exact name of registrant as specified in the charter)
Delaware 14-1671486
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
1305 Grandview Avenue
Pittsburgh, Pennsylvania 15211
(Address of registrant's principal executive offices)
412-381-2600
(Registrant's telephone number, including area code)
(Check One):
[X]Form 10-K, [ ]Form 20-F, [ ]Form 11-K, [ ]Form 10-Q, [ ] Form N-SAR
For Period Ended December 31, 1994
-----------------
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 10-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: _______________________________
<PAGE>
PART I
REGISTRANT INFORMATION
Full name of Registrant: Adience, Inc.
Former name if applicable:
Address of principal executive
office (street and number): 1305 Grandview Avenue
City, State and Zip Code: Pittsburgh, PA 15211
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 appropriate box.)
[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, 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
[X] (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.)
The Company requires an extension of fifteen (15) calendar days to file
its Report on Form 10-K for the period ending December 31, 1994.
The Chief Financial Officer of the Company resigned in March, 1995 and
the Company needs additional time to finalize its 1994 Financial Statements
for inclusion in the Company's report on Form 10-K. Also, see the attached
statement from the Company's independent auditors, Arthur Andersen (Exhibit
I).
<PAGE>
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Charles C. Torie (412) 381-2600
Vice President and
Corporate Counsel
(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?
[ ] Yes [X] No
<PAGE>
ADIENCE, INC.
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: March 30, 1995 By: /s/ Stephen M. Johnson
---------------- ------------------------
Stephen M. Johnson
President
<PAGE>
EXHIBIT I
As of the date hereof, we have not completed our discussion with Company
management and come to a conclusion relating to the form and content of our
auditor's letter to accompany the Company's 1994 financial statements.
Date: March 30, 1995 Arthur Andersen, LLP
By: /s/ Robert J. Kavanaugh
-------------------------
Partner