UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC FILE NUMBER
000-20828
CUSIP NUMBER
G26 52N 117
(CHECK ONE): /X/Form 10-K / /Form 20-F / /Form 11-K / /Form 10-Q
/ /Form N-SAR
For Period Ended: March 31, 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:. . . . . . . .
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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
Danka Business Systems PLC
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Former Name if Applicable
Not Applicable
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Address of Principal Executive Office (Street and Number)
11201 Danka Circle North
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City, State and Zip Code
St. Petersburg, FL 33716
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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 of 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
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State below in reasonable detail the reasons why Forms 10-K,
20-F, 11-K, 10-Q, N-SAR, or the transition report or portion
thereof, could not be filed within the prescribed period.
Due to the operational and administrative pressures on the
registrant's staff which have resulted from: (i) the
restructuring of the registrant's business; (ii) the preparation
of reports required by the registrant's bank lenders in order to
obtain and maintain waivers of financial covenant requirements
under the registrant's bank credit agreement; (iii) the updating
of a business plan and other matters required to satisfy the
requirements for advances under the credit agreement while the
waivers have been in effect; (iv) the efforts to conclude the
registrant's disposition of its outsourcing business and other
assets; (v) ongoing activities necessary to maintain the
registrant's relationships with and access to other sources of
funding; and (vi) ongoing activities necessary to maintain the
registrant's relationships with and access to suppliers and
vendors, the registrant has been unable to assemble the required
information and has been unable to prepare its Form 10-K, and the
related financial statements, within the prescribed time period.
PART IV -- OTHER INFORMATION
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(1) Name and telephone number of person to contact in
regard to this notification
F. Mark Wolfinger (727) 576-6003
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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
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(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 quantitatively, and, if appropriate, state
the reasons why a reasonable estimate of the results cannot
be made.
The registrant anticipates that the Annual Report on Form
10-K for the year ended March 31, 1999 (the "Form 10-K")
will reflect lower levels of revenue, and will reflect an
operating loss, net loss and net loss per American
Depositary Share ("ADS") for the year and quarter ended
March 31, 1999 compared to revenue, operating earnings, net
earnings and net earnings per ADS for the year and quarter
ended March 31, 1998.
The registrant anticipates that the Form 10-K will reflect
that the registrant's performance in the year and quarter
ended March 31, 1999 continued to be impacted by factors
that impacted performance in the third quarter but that
conditions generally improved from the third quarter to the
fourth quarter. The registrant has not been able to close
the books and complete its financial statements for fiscal
1999 and is therefore unable to make a reasonable estimate
of the results for the year and quarter ended March 31,
1999. Additional information concerning results of
operations will be provided in the Form 10-K.
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Danka Business Systems PLC
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the
undersigned hereunto duly authorized.
Date June 30, 1999 By: /s/ F. Mark Wolfinger
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F. Mark Wolfinger
Chief Financial Officer and
Principal Accounting Officer
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.
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INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE
FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).
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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 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(s) 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 sued 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 (Section 232.201 or Section 232.202 of this
chapter) or apply for an adjustment in filing date pursuant to
Rule 13(b) of Regulation S-T (Section 232.13(b) of this chapter).
