SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One): x Form 10-K o Form 11-K o Form 20-F o Form 10-Q
o Form N-SAR
For Period Ended:________________________________________________
o Transition Report on Form 10-K o Transition Report on Form 10-Q
o Transition Report on Form 20-F o Transition Report on Form N-SAR
o Transition Report on Form 11-K
For the Transition Period Ended:__________________________________
Read attached instruction sheet before preparing form. Please print or
type.
Nothing in this report shall be construed to imply that the commission
has verified any information contained herein.
If the notification relates it a portion of the filing checked above,
identify the item(s) to which the information relates:
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PART 1
REGISTRANT INFORMATION
Full name of registrant Synthetic Industries, L.P.
Former name if applicable Not Applicable
Address of principal executive office (Street and number) 309 LaFayette Road
City, state and zip code Chickamauga, Georgia 30707
<PAGE>
PART II
RULE 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.)
(a) The reasons described below in
reasonable detail in part III of this
form could not be eliminated without
unreasonable effort or expense;
(b) The subject annual report, semi-annual
report, transition report on Form 10-K,
20-F, 11-K of 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
|X| 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 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 Registrant's Form 10-K for the fiscal year ended September 30, 1999
cannot be filed within the prescribed time period. Prior to December 14, 1999,
the Registrant conducted no business other than owning and voting approximately
65% of the common stock of Synthetic Industries, Inc. As previously reported by
Synthetic Industries, Inc., on November 5, 1999, Synthetic Industries, Inc.
entered into a definitive merger agreement with SIND Holdings, Inc. (the
"Merger"), under which a wholly owned subsidiary of SIND Holdings, Inc. made a
tender offer for Synthetic Industries, Inc.'s outstanding shares. The Registrant
tendered all of its shares of common stock of Synthetic Industries, Inc. in
connection with the Merger. On December, 14, 1999, in accordance with the
Merger, Synthetic Industries, Inc. became a wholly owned subsidiary of SIND
Holdings, Inc., and, consequently, the Registrant was no longer a stockholder of
Synthetic Industries, Inc.
Synthetic Industries, Inc. filed its Form 15 Certification and Notice
of Termination of Registration under Section 12(g) of the Securities Exchange
Act of 1934 (the "Act"), and, thus, no longer is subject to periodic filing
requirements under the Act. Because, in prior years, the Registrant was
dependent upon Synthetic Industries, Inc. to complete the Registrant's periodic
filing requirements and the information related thereto, all of the Registrant's
reporting, disclosure and presentation requirements have to be satisfied in an
alternative manner. As of the date of this form, the Registrant is making such
alternative arrangements, but has not received from Synthetic Industries, Inc.
all the necessary information to prepare the appropriate financial statements.
For these reasons, the Registrant believes that the required financial
information cannot be provided on or prior to the prescribed due date for the
Form 10-K without unreasonable effort or expense. The Registrant intends to file
the Form 10-K no later than the fifteenth calendar day following the prescribed
due date of December 29, 1999.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Joseph Sinicropi (706) 375-3121______
(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 the answer is no, identify the report(s).
x Yes o No
(3) Is it anticipated that any significant change in the 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?
o 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.
Synthetic Industries, L.P.
(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: December 29, 1999
By:/s/ Joseph Sinicropi
Joseph Sinicropi
Chief Financial Officer
