1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One) [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q
[ ] Form N-SAR
For Period Ended: February 3, 2001
[ ] 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 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.
If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates: Entire 10-K
------------------------
PART 1
REGISTRANT INFORMATION
Full Name of Registrant: Dairy Mart Convenience Stores, Inc.
-----------------------------------------------------
Former Name if Applicable: N/A
-----------------------------------------------------
Address of Principal Executive Office (Street and Number):
One Dairy Mart Way, 200 Executive Parkway West
- -------------------------------------------------------------------------------
City, State and Zip Code: Hudson, Ohio 44236
--------------------------
2
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 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, Form 20-F, 11-K, 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 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, 11-K, 20-F,
10-Q, N-SAR, or the transition report or portion thereof could not be filed
within the prescribed period. (Attach extra sheets if needed.)
The Registrant was unable to timely file its annual report on Form 10-K for the
year ended February 3, 2001 ("10-K") because the Registrant had only concluded
negotiations with its lenders under its senior secured credit facility on May 4,
2001, the required filing date of the 10-K. The results of these negotiations
required the Registrant to significantly change (1) the classification of items
in the Registrant's financial statements and the notes related thereto and (2)
the Registrant's discussion of its liquidity and capital resources. These
changes could not be made in time to file the 10-K on May 4, 2001, which will be
filed promptly.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Gregory G. Landry (330) 342-6729
----------------------------------------------------------------------
(Name) (Area Code) (Telephone Number)
3
(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.
Please refer to Registrant's Form 10-K filed simultaneously with this Form
12b-25.
Dairy Mart Convenience Stores, Inc.
------------------------------------------------------------------------------
(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: May 7, 2001 By: /s/ Gregory G. Landry
----------- ----------------------------
Name: Gregory G. Landry
Title: Executive Vice President
and 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.