U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25 NOTIFICATION OF LATE FILING
SEC FILE NUMBER: 000-18601
CUSPID NUMBER: 893691105
[x] Form 10-Q
For the Three Months Ended: June 30, 2000
Nothing in this form shall be construed to imply that the Commission
has verified any information 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
Transit Group, Inc.
2859 Paces Ferry Road, Suite 1740
Atlanta, GA 30339
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 quarterly report on Form 10-Q or portion
thereof will be filed on or before the fifth calendar day
following the prescribed due date.
[ ] (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached, if applicable.
See Exhibit A
Part III--Narrative
State below in reasonable detail the reasons why Form 10-Q could not be filed
within the prescribed period.
For the three months ended June 30, 2000 Form 10-Q could not be filed within the
prescribed time limit because of the additional time required to collect data
requested by our bank group in order to obtain a waiver of our debt covenants.
Part IV--Other Information
(1)Name and telephone number of person to contact in regard to this
notification.
N. Mark DiLuzio (770) 444-0240
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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 the 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.
See Exhibit A
Transit Group, Inc.
(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: August 15, 2000 By: /s/ Philip A. Belyew
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Philip A. Belyew
President and
Chief Executive
Officer
Exhibit A
Results of operations for the three months ended June 30, 2000 differed
significantly from the same period in the prior year. In the current period,
revenues increased from $75.2 million to $132.1 million primarily as a result of
eight companies acquired in 1999.
Despite higher revenues in 2000 compared to 1999, the Company had a loss. A
major component of the Company's cost structure is diesel fuel which has
increased significantly compared to the same period a year ago. Additionally the
Company continues to experience significant negative operating results at
certain companies acquired in 1999. Further, in the current quarter we recorded
an impairment loss of $2.2 million for equipment segregated from service. All of
these factors resulted in a net loss for the three month period ended June 30,
2000 compared to net income of $4.2 million for the same period in the prior
year.