SLM INTERNATIONAL INC /DE
NT 10-K, 1997-04-01
SPORTING & ATHLETIC GOODS, NEC
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                 --------------

                                   FORM 12b-25

                                 -------------- 

                           NOTIFICATION OF LATE FILING

                                             Commission File Number: 0-19596
                                                       CUSIP Number:

(Check One): |X|Form 10-K  | |Form 20-F  | |Form 11-K  | |Form 10-Q  
                                                       | |Form N-SAR
             For Period Ended:  for the fiscal year ended December 31, 1996
             [  ] 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 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

                            SLM INTERNATIONAL, INC.
                            -----------------------
                            Full Name of Registrant


                           -------------------------
                           Former Name if Applicable


           c/o Maska U.S., Inc., 77 Route 25, Pierson Industrial Park
           ----------------------------------------------------------
            Address of Principal Executive Office (Street and Number)

                               Bradford, VT 05033
                            ------------------------
                            City, State and Zip Code


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, 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 the Form 10-K, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof could not be filed within the
prescribed time period. (Attach extra sheets if needed.)

          See Attachment A


PART IV - OTHER INFORMATION

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

          Russell J. David               (514)                   331-5150 
          -----------------           ----------            ----------------- 
              (Name)                  (Area Code)           (Telephone Number)

(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 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

          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.

 

                             SLM INTERNATIONAL, INC.
                           --------------------------
                  (Name of Registrant as Specified in Charter)

has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.


Date:    March 29, 1997                           By /s/ RUSSELL J. DAVID
         ---------------                             ---------------------
                                                  Name:  Russell J. David
                                                  Title: Vice President, Finance
 
INSTRUCTION: The form may be signed 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).


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<PAGE>

                              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. 25049, 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 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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<PAGE>

                                                                    ATTACHMENT A

                             SLM INTERNATIONAL, INC.


                                   Form 12b-25


PART III - NARRATIVE

     The Company is unable to file its report on Form 10-K for the year ended
December 31, 1996 within the prescribed time period due to a delay in finalizing
the financial statements of its material subsidiaries. The Company and six of
its subsidiaries filed for relief under Chapter 11 of the United States
Bankruptcy Code in the United States Bankruptcy Court on October 24, 1995. On
January 23, 1997, the United States Bankruptcy Court for the District of
Delaware confirmed the Company's Plan of Reorganization (the "Plan"). The Plan
provides for a significant de-leveraging of the Company's capital structure and
the conversion of the majority of the Company's existing debt into one hundred
percent of the equity of the reorganized entity that will be issued upon the
effective date of the Plan (the "Effective Date"). It is currently anticipated
that the Effective Date will be in early April. The Company's financial staff
has spent a substantial amount of time dealing with different aspects of the
Reorganization, including the negotiation of the "exit" financing.




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