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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
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SEC FILE NUMBER
1-11566
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(Check One): ----------------------
CUSIP NUMBER
204932 10 7
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/ / Form 10-K and Form 10-KSB / / Form 20-F / /Form 11-K /X/Form 10-Q
/ / Form N-SAR
For Period Ended: September 25, 1999
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/ / 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:
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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.
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If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates:
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PART I -- REGISTRANT INFORMATION
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Full Name of Registrant: CompUSA Inc.
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Former Name if Applicable:
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Address of Principal Executive Office (STREET AND NUMBER)
14951 North Dallas Parkway
City, State and Zip Code Dallas, Texas 75240
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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 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
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State below in reasonable detail the reasons why Form 10-K and Form 10-KSB,
11-K, 10-Q and Form 10-QSB, -SAR, or the transition report or portion thereof
could not be filed within the prescribed time period.
As described in the registrant's news release dated November 10, 1999, a copy
of which is filed herewith as Exhibit A, on November 8, 1999, the registrant
received interpretative guidance from the Securities and Exchange Commission
regarding the registrant's method of accounting for the sale of extended service
plans. As a result of such guidance, it is necessary for the registrant to
revise the financial statements to be included in its quarterly report on Form
10-Q. Because of the short time period available to the registrant for the
revision of these financial statements prior to the prescribed due date, it was
not possible for the registrant to file its Form 10-Q on or before such date
without unreasonable effort or expense.
(ATTACH EXTRA SHEETS IF NEEDED)
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PART IV -- OTHER INFORMATION
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(1) Name and telephone number of person to contact in regard to this
notification
James E. Skinner (972) 982-4655
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(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 report(s) been filed? If 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.
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CompUSA Inc.
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(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 10, 1999
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By: /s/ James E. Skinner
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James E. Skinner
EXECUTIVE VICE PRESIDENT
CHIEF FINANCIAL OFFICER
AND TREASURER
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EXHIBIT A
NEWS RELEASE
CONTACTS:
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James E. Skinner
Executive Vice President and CFO
(972) 982-4000
FOR IMMEDIATE RELEASE
Stacie Shirley
Senior Director - Financial Initiatives
(972) 982-5323
COMPUSA INC. ANNOUNCES GUIDANCE FROM SEC
DALLAS, NOVEMBER 10, 1999 -- COMPUSA INC. (NYSE: CPU), America's
Largest Computer Superstore-R- retailer, today announced the Company had
concluded its discussions with the Securities and Exchange Commission ("SEC")
regarding the accounting for the sale of certain extended service plans.
On November 4, 1999, the Company announced its financial results for
the first quarter ended September 25, 1999. In the first quarter
announcement, the Company noted it had initiated discussions with the staff
of the SEC in October 1999 regarding the accounting for the sale of extended
service plans in states in which the Company is the named obligor with
respect to such service plans ("Obligor Contracts").
On November 8, 1999, the SEC and the Company concluded their
discussions and the Company will now account for the sale of Obligor
Contracts by deferring the revenues, less related direct costs, and
amortizing such amounts over the terms of the related contracts. The Company
will give retroactive effect to this new accounting policy by restatement of
the Company's previously published financial statements beginning with fiscal
1996. The previous accounting policy of recognizing revenues less related
direct costs at the time of sale of Obligor Contracts was adopted in fiscal
1996 concurrent with the consummation of an agreement with a new third-party
extended service plan administrator. As a result, earnings for the first
quarter of fiscal 2000 and the first quarter of fiscal 1999 were negatively
impacted by $841,000, or $0.01 per share, and $1.9 million, or $0.02 per
share, respectively. In addition, the net loss for fiscal 1999 was increased
by $7.3 million, or $0.08 per share. This change in accounting policy impacts
the timing of recognizing revenues and related direct expenses from the sale
of Obligor Contracts but has no impact on the Company's cash flows. The
Company will file an amended 1999 Form 10-K as soon as practical.
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Excluding the non-recurring costs for the first quarters of fiscal
2000 and fiscal 1999 as described in the Company's November 4, 1999 first
quarter announcement, the Company is reporting a restated net loss of $3.4
million, or $0.04 per share, and restated net income of $7.9 million, or
$0.08 per share, for such fiscal quarters, respectively. Including these
non-recurring costs, the Company is reporting a restated net loss of $12.9
million, or $0.14 per share, for the first quarter of fiscal 2000, and
restated net income of $6.2 million, or $0.07 per share, for the first
quarter of fiscal 1999.
CompUSA Inc. (www.compusa.com) is one of the nation's leading
retailers and resellers of personal computers and related products and
services. The Company currently operates 213 CompUSA Computer Superstores in
83 major metropolitan markets across the United States that serve retail,
corporate, government and education customers and include technical service
departments. Many of these stores also include classroom training facilities.
CompUSA also offers its own build-to-order personal computer series, the
CompUSA PC-TM-.
This news release contains forward-looking statements about the
business, financial condition, and prospects of the Company. The actual
results of the Company could differ materially from those indicated by the
forward-looking statements because of various risks and uncertainties,
including without limitation changes in product demand, the availability of
products, changes in competition, economic conditions, various inventory
risks due to changes in market conditions and other risks indicated in the
Company's Securities and Exchange Commission filings and reports. The
Company's focus on its Internet business through its cozone.com subsidiary
involves significant additional risks, including without limitation failure
to achieve customer acceptance and potential significant capital investments
that may be required to be made by the Company. Moreover, the Company's IT
and other strategic initiatives involve significant additional risks that are
difficult to quantify, and if the events constituting such risks occur, they
could have material adverse consequences for the Company. Many of the
foregoing risks and uncertainties are beyond the ability of the Company to
control, and in many cases, the Company cannot predict the risks and
uncertainties that could cause its actual results to differ materially from
those indicated by the forward-looking statements. When used in this news
release, the words "believes," "anticipates," "expects," "plans" and similar
expressions as they relate to the Company or its management are intended to
identify forward-looking statements.
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COMPUSA INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(unaudited)
<TABLE>
<CAPTION>
THIRTEEN WEEKS ENDED
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SEPTEMBER 25, SEPTEMBER 26,
1999 1998
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<S> <C> <C>
Net sales............................... $ 1,347,246 $ 1,375,439
Cost of sales and occupancy costs....... 1,143,850 1,182,823
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Gross profit............ 203,396 192,616
Operating expenses...................... 171,858 145,664
Pre-opening expenses.................... 1,679 1,366
General and administrative expenses..... 46,749 32,637
Restructuring charge ................... (2,176) --
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Operating income (loss)......... (14,714) 12,949
Other expense (income):
Interest expense................ 6,752 4,383
Other income, net............... (814) (1,540)
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5,938 2,843
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Income (loss) before income taxes....... (20,652) 10,106
Income tax expense (benefit)............ (7,744) 3,874
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Net income (loss)............... $ (12,908) $ 6,232
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Basic earnings (loss) per share......... $ (0.14) $ 0.07
Diluted earnings (loss) per share....... $ (0.14) $ 0.07
Weighted average common shares ......... 92,700 91,243
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Weighted average common shares
assuming dilution............... 92,700 93,041
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</TABLE>
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COMPUSA INC.
CONSOLIDATED BALANCE SHEETS
(in thousands)
<TABLE>
<CAPTION>
SEPTEMBER 25, SEPTEMBER 26,
1999 1998
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(unaudited)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents............ $ 128,322 $ 151,129
Accounts receivable, net............. 145,682 259,540
Merchandise inventories.............. 675,508 776,992
Prepaid expenses and other........... 46,938 76,632
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Total current assets......... 996,450 1,264,293
Property and equipment, net.................. 253,367 229,279
Costs in excess of net assets of
acquired businesses.................. 102,158 92,967
Other assets................................. 47,572 26,701
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$ 1,399,547 $ 1,613,240
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LIABILITIES AND
STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable..................... $ 647,666 $ 747,182
Accrued liabilities.................. 178,122 173,962
Deferred revenue - current........... 20,854 20,440
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Total current liabilities.... 846,642 941,584
Deferred revenue - non-current............... 29,268 21,050
Long-term debt............................... 186,066 247,729
Total stockholders' equity................... 337,571 402,877
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$ 1,399,547 $ 1,613,240
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</TABLE>
