SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
Commission File Number: 0-16161
(Check One)
[X] Form 10-K and Form 10-KSB Form [ ] 11-K
[ ] Form 20-F [ ] Form 10-Q and Form 10-QSB [ ] Form N-SAR
For period ended June 30, 1997
[ ] Transition Report on Form 10-K and Form 10-KSB
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q and Form 10-QSB
[ ] Transition Report on Form N-SAR
For the transition period ended _____________
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 check above,
identify the item(s) to which the notification relates:_________________________
________________________________________________________________________________
PART I
REGISTRANT INFORMATION
Full name of registrant: Original Italian Pasta Products Co., Inc.
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Former name if applicable:
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Address of principal executive office (Street and Number): 36 Auburn Street
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City, State and Zip Code: Chelsea, Massachusetts 02150
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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 appropriate box.)
[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, 10-KSB, 20-F, 11-K or 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, 10-QSB, 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 Form 10-K, 10-KSB,
11-K, 20-F, 10-Q, 10-QSB, N-SAR or the transition report portion thereof could
not be filed within the prescribed time period. (Attach extra sheets if needed).
The delay in the filing of the Form 10-KSB for the period ended June 30,
1997 could not be eliminated without unreasonable effort or expense due to the
recent departure from the Company of its controller and the resignation of its
Chief Financial Officer.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Paul K. Stevens (617) 884-5211
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(Name) (Area Code)(Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d)
or 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 ATTACHED HERETO.
Original Italian Pasta Products Co., 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 thereunto duly authorized.
Date: September 29, 1997 By: /s/ Paul K. Stevens, President
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Paul K. Stevens, President
EXHIBIT A
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RESULTS OF OPERATIONS
Year ended June 30, 1997 as compared to the Year ended June 30, 1996
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Net sales for the year ended June 30, 1997 were $9,889,000 versus $15,306,000
for the same period last year. Management believes that this decrease of 35% is
attributable to lower sales to Warehouse Club stores.
Gross profit for the year ended June 30, 1997 was 31% of net sales as compared
to 37% for the year ended June 30, 1996. The Company attributes this decrease in
gross profit margin to its decreased sales volume thus utilizing its production
facilities less efficiently.
Selling, general and administrative expenses decreased to $4,017,000 from
$5,033,000 for the year ended June 30, 1996, and increased as a percentage of
net sales to 41% from 33% in fiscal year 1996. The percentage increased due to
lower revenues even though the actual dollar amount decreased mainly due to
decreased promotional, advertising, and other discretionary costs.
Loss from operations for the year ended June 30, 1997 was $958,000 or 10% of net
sales compared to income from operations of $681,000 or 4% for the year ended
June 30, 1996.
Interest expense was $58,000 or 1% of net sales for the year ended June 30, 1997
versus $72,000 or 0% for the same period last year. This dollar decrease
resulted from repayment of part of the Company's debt.
Net loss per common share was at $0.44 for the year ended June 30, 1997 versus
net income of $0.27 per common share for the year ended June 30, 1996.