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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING +--------------+
| SEC FILE |
(Check One): [ ] Form 10-K [ ] Form 10-KSB [ ] Form 20-F | NUMBER |
[ ] Form 11-K [X] Form 10-Q [ ] Form 10-QSB | 0-21900 |
[ ] Form N-SAR +--------------+
For Period Ended: March 31, 1999 +--------------+
| CUSIP NUMBER |
[ ] Transition Report on Form 10-K | 86742Q 10 6 |
[ ] 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 Instruction (on back page) 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: Sundance Homes, Inc.
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Former Name if Applicable
N/A
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Address of Principal Executive Office (Street and Number)
150 West Center Court
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City, State and Zip Code
Schaumburg, Illinois 60195
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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 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
State below in reasonable detail the reasons why Forms 10-K and 10-KSB, 20-F,
11-K, 10-Q and 10-QSB, N-SAR, or the transition report or portion thereof, could
not be filed within the prescribed time period. See attached.
(Attach Extra Sheets if Needed)
SEC 1344 (6/94)
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PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Joseph R. Atkin 847 255-5555
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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.
See attached.
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Sundance Homes, 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
hereunto duly authorized.
Date May 17, 1999 By /s/ Joseph R. Atkin
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Joseph R. Atkin, Vice President and
Chief Financial 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.
+----------------------------------ATTENTION-----------------------------------+
| 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 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 ((S)232.201 or (S)232.202 of this chapter) or
apply for an adjustment in filing date pursuant to Rule 13(b) of Regulation
S-T ((S)232.13(b) of this chapter).
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SUNDANCE HOMES, INC.
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Form 12b-25 With Respect to Quarterly Report
on Form 10-Q for the Quarter Ended March 31, 1999
PART III
The subject quarterly report on Form 10-Q for the quarter ended March 31,
1999 could not be filed without unreasonable effort or expense due to the
required commitment of management's time associated with its completing its
proposed transaction with Centex Homes which the Company plans to complete
during the third quarter of 1999. Therefore, the Company will file the subject
quarterly report on or before the 5th calendar day following the prescribed due
date.
PART IV
The Company's results of operations for the quarter ended March 31, 1999, are
expected to change significantly from the results of operations reported for the
quarter ended March 31, 1998.
The Company will be reflecting a pre-tax charge of approximately $6,000,000,
related to the sales of its suburban assets to Centex. This transaction is
expected to close during June 1999. Furthermore, the Company will record a
charge to earnings in the quarter ended March 31, 1999 of approximately
$3,200,000 to increase it's reserve related to the net deferred tax asset
resulting from the current quarter net operating loss.
The Company expects to report a net loss for the quarter ending March 31,
1999, in excess of $8,000,000, as compared to a net loss of $1,105,000 in the
quarter ending March 31, 1998.
Although the Company's net revenues for the quarter ending March 31, 1999
totaled approximately $33,400,000, a 25% increase over revenues of $25,059,000
during the quarter ended March 31, 1998, increases in cost of sales and the
effect of the Centex transaction have negatively impacted earnings.
