SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One):
[ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR
For Period Ended: September 30, 1998
[ ] 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
Full Name of Registrant: JOTAN, INC.
Former Name if Applicable:
Address of Principal Executive Office (Street and Number): 118 W. Adams Street
City, State and Zip Code: Jacksonville, Florida 32202
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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.
[ ] (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 or 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.
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Part III -- Narrative
State below in reasonable detail the reasons why Form 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or potion thereof could not be filed within the
prescribed period.
Filing of the Registrant's Form 10-KSB has been delayed due to the
Registrant's filing of a voluntary petition for relief under Chapter 11
of the Bankruptcy Code in United States Bankruptcy Court, Middle
District of Florida, Jacksonville Division (Case No. 98-09633-3F1), on
November 10, 1998.
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Part IV -- Other Information
(1) Name and telephone number of person to contact in regard to this
notification:
Edward L. Lipscomb (904) 355-2592
(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.
JOTAN, 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: November 17, 1998 By /s/ Edward L. Lipscomb
Edward L. Lipscomb,
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.
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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 C.F.R. 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 the 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 notification 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.
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Form 12b-25 of Jotan, Inc.
Part IV, Item 3.
A reasonable estimate of the Registrant's quarterly results cannot be made at
this time because of the burdens placed on the Registrant and its accounting and
financial staff as a result of the bankruptcy filing and related strains placed
on its business.
The Registrant anticipates writing the Commission to request that the staff
agree to a modification of reporting procedures for its periodic reports due
under the Securities Exchange Act of 1934, as amended, for the pendency of the
Registrant's bankruptcy proceeding. The Registrant expects to request that, in
lieu of filing Quarterly Reports on Form 10-QSB and Annual Reports on Form
10-KSB, the Registrant file the monthly financial reports required to be filed
with the Bankruptcy Court under the cover of Form 8-K.
The Registrant has filed a plan of reorganization with the Bankruptcy Court (the
"Plan of Reorganizaiton") pursuant to which the Registrant will convert
prepetition debt to common stock and eliminate all prepetition equity. The
Registrant's bankruptcy filing indicated approximately $25 million of assets,
$54 million of debt and outstanding stock of approximately 1.4 million shares of
preferred stock and 21 million shares of common stock.
The proposed Plan of Reorganization will be subject to further negotiation and
potential revision and there is no assurance the proposed Plan of Reorganization
will be confirmed by the Bankruptcy Court.
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