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SEC 1344 PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION
(07-03) CONTAINED IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE
FORM DISPLAYS A CURRENTLY VALID OMB CONTROL NUMBER.
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UNITED STATES OMB APPROVAL
SECURITIES AND EXCHANGE COMMISSION --------------------------
WASHINGTON, D.C. 20549 OMB Number: 3235-0058
Expires: March 31, 2006
FORM 12b-25 Estimated average burden
hours per response....2.50
NOTIFICATION OF LATE FILING --------------------------
SEC FILE NUMBER
COMMISSION FILE NUMBER 0-13787 --------------------------
CUSIP NUMBERS 45881K 10 4 AND 45881K A B0 CUSIP NUMBER
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(Check One): / / Form 10-K / / Form 20-F / / Form 11-K /X/ Form 10-Q
/ / Form N-SAR / / Form N-CSR
For Period Ended: September 30, 2004
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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:
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Read Instruction (on back page) Before Preparing Form. Please Print or Type.
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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
INTERMET Corporation
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Full Name of Registrant
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Former Name if Applicable
5445 Corporate Drive, Suite 200
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Address of Principal Executive Office (Street and Number)
Troy, Michigan 48098-2683
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City, State and Zip Code
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 reason 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, Form 11-K, Form N-SAR or Form N-CSR, or portion
thereof, will be filed on or before the fifteenth calendar day
following the 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.
(Attach extra Sheets if Needed)
PART III -- NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period. (Attach Extra Sheets if Needed).
As disclosed in the Current Report on Form 8-K filed by INTERMET Corporation on
October 5, 2004, the company and 17 of its domestic subsidiaries (collectively,
the "debtors") filed voluntary petitions in the U.S. Bankruptcy Court for the
Eastern District of Michigan on September 29, 2004, seeking relief under chapter
11 of the United States Bankruptcy Code. The cases are being jointly
administered under case number 04-67597. The debtors continue to operate the
business as debtors in possession.
As a result of the chapter 11 proceeding, the company is required to obtain the
approval of the Bankruptcy Court to retain Ernst & Young LLP as the company's
independent auditor. Ernst & Young's required review of the company's financial
statements to be included in the Form 10-Q will not be commenced until Ernst &
Young's retention is approved by the Bankruptcy Court. In addition, the company
must file with the court a notice of its intent to retain another financial
consultant to perform an analysis of the company's goodwill and asset
impairment. Substantial time and effort are required to complete the necessary
pre-engagement procedures for the retention of each of these firms. As a result,
the company has not been able to file the application seeking approval of Ernst
& Young nor the notice of intent to retain another financial consultant. The
company anticipates that the application and notice will be filed with the court
shortly.
Further, since the commencement of the bankruptcy proceeding, the company's
financial and accounting personnel who are responsible for preparing information
included in the company's periodic reports have devoted substantial time and
attention to matters related to the bankruptcy, including: preparing financial,
operating and budgetary information in connection with the company's
debtor-in-possession (DIP) credit facility; compiling information regarding the
debtors' assets and liabilities to be filed with the Bankruptcy Court; reviewing
and resolving proofs of claim; and preparing the company's first monthly
operating report for the month of October, which is scheduled to be filed with
the Bankruptcy Court on November 22. Finally, the company's management has also
devoted considerable time and effort to these matters and to the management and
administration of the bankruptcy cases.
Accordingly, for the reasons set forth above, the company has not been able to
finalize the financial and other information required to be included in Part I
and to complete the evaluations required for the certifications on Exhibits 31.1
and 31.2 of its Form 10-Q for the third quarter ended September 30, 2004 and is
unable to timely file Part I of and Exhibits 31.1 and 31.2 to the quarterly
report without unreasonable effort and expense.
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Alan J. Miller, Vice President, General Counsel and
Assistant Secretary; (248) 952-2500
(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 reports) 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.
2
As previously announced on September 17, 2004, INTERMET expects its third
quarter results to be substantially negatively impacted by increases in raw
material costs. As a result, the company expects to report a third-quarter
net loss of approximately $28.7 million, compared to a net loss of $50,000
for the same period last year. For the nine months ending September 30,
2004, the company expects a net loss of approximately $43.0 million,
compared to a net loss during the same period last year of $3.5 million.
The primary contributor to INTERMET's expected losses has been and remains
raw material costs in North America and Europe, especially for scrap steel.
In addition, the company expects that it will incur further asset
impairment and goodwill write-offs in the third quarter, the amount of
which cannot be determined at this time. The company projects $197.7
million in revenues for the quarter and $625.5 million for the nine months
ending September 30, 2004, compared with $172.7 million for the third
quarter of last year and $547.9 million for the first nine months of last
year.
This notification includes forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. The words and phrases
"anticipates", "expects" and similar expressions identify forward-looking
statements. These statements are not guarantees of future performance but
instead involve various risks and uncertainties. INTERMET's actual results
may differ materially from those suggested by its forward-looking
statements due to factors such as: the economic cost, management
distraction and lost business opportunities associated with bankruptcy
proceedings; INTERMET's ability to consummate its anticipated DIP
financing; the high cost of scrap steel and the possibility that scrap
steel costs will remain at high levels or continue to increase, which would
have further negative effects on INTERMET's profitability, cash flow,
liquidity and ability to borrow; fluctuations in the cost of other raw
materials, including the cost of energy, aluminum, zinc, magnesium and
alloys, and INTERMET's ability, if any, to pass those costs on to its
customers; pricing practices of INTERMET's customers, including changes in
their payment terms resulting from the discontinuation of early payment
programs and continuing demands for price concessions as a condition to
retaining current business or obtaining new business, and the negative
effect that price concessions have on profit margins; changes in
procurement practices and policies of INTERMET's customers for automotive
components, including the risk of the loss of major customers or the loss
of current or prospective vehicle programs as a result of INTERMET's
financial condition and prospects (or otherwise); possible inability to
close unprofitable plants or to transfer work from one plant to another
because of the related costs or customer requirements; general economic
conditions, including any downturn in the markets in which INTERMET
operates; fluctuations in automobile and light and heavy truck production,
which directly affect demand for INTERMET's products; deterioration in the
market share of any of INTERMET's major customers; fluctuations in foreign
currency exchange rates; work stoppages or other labor disputes that could
disrupt production at INTERMET's facilities or those of its customers;
continuing changes in environmental regulations to which INTERMET is
subject, and the costs INTERMET will incur in meeting more stringent
regulations; factors or presently unknown circumstances that may result in
impairment of INTERMET's assets, including further write-downs of its
goodwill; and other risks as detailed from time to time in INTERMET's
periodic SEC reports.
3
INTERMET Corporation has caused this notification to be signed on its behalf by
the undersigned hereunto duly authorized.
Date: November 9, 2004 By: /s/ Alan J. Miller
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Alan J. Miller
Vice President, General Counsel and
Assistant Secretary
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