UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SEC FILE NUMBER
1-8232
FORM 12B-25
CUSIP NUMBER
628735-20-1
NOTIFICATION OF LATE FILING
(Check one): [ ] Form 10-K & Form 10-KSB [ ] Form 20-F [ ] Form 11-K
[X] Form 10-Q & Form 10-QSB [ ] Form N-SAR
For Period Ended: September 30, 2002
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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:
Read Instructions (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.
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
Full Name of Registrant
NBI, Inc.
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Former Name if Applicable
N/A
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Address of Principal Executive Office (Street and Number)
850 23rd Avenue, Suite D
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City, State and Zip Code
Longmont, CO 80501
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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)
(a) The reasons described in 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, Form 20-F, 11-K, Form N-SAR, or portion thereof, will be
filed on or before the fifteenth calendar day following the
[X] 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 and Form 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.
(ATTACH EXTRA SHEETS IF NEEDED.)
The Company had to devote a significant amount of time during the quarter
ended September 30, 2002 to bank issues resulting in the completion of a
forbearance agreement with the bank on August 23, 2002. In addition, the
Company was required to devote a significantly greater amount of time and
attention than ususal to cash management and other business issues due to its
poor financial condition. The Company is filing its Form 10-QSB
simultaniously with this form of extension.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Marjorie Cogan (303) 684-2700
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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?
[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 Company reported a net loss of $657,000 for the three months ended
September 30, 2002, compared to a net loss of $66,000 for the same period in
the prior fiscal year. The increased loss was primarily due to a substantial
decline in sales revenues. Sales revenues declined $860,000, or 27.4% to $2.3
million for the first quarter of fiscal 2003, from $3.1 million for the first
quarter of fiscal 2002. L.E. Smith experienced a substantial decline in
revenues during July and August of 2002 compared to the prior year primarily
because its bank tightly restricted L.E. Smith's borrowing under its line of
credit due to its ongoing overborrowed position until August 23, 2002 when
the Company obtained a forbearance agreement from the bank. These cash
constraints severely limited L.E. Smith's ability to produce and ship goods
during that time period. However, L.E. Smith's revenues in September 2002 were
comparable with the same period in the prior fiscal year. The gross margin
from sales declined to $16,000 for the first quarter of fiscal 2003 compared
to $632,000 for the same period in the prior fiscal year. The decrease was
primarily related to the substantial decline in sales volume available to
cover fixed costs.
NBI, 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: November 15, 2002 By: /s/ Marjorie A. Cogan
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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).