SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
Commission File Number 333-58233
NOTIFICATION OF LATE FILING
(Check One): (X) Form 10-Q
For Period Ended: March 31, 2002
Nothing in this form shall be construed to imply that the
Commission has verified any information contained herein.
PART I
REGISTRANT INFORMATION
Full name of registrant DIAMOND BRANDS INCORPORATED
Address of principal executive office (Street and number) 1800 CLOQUET AVENUE
City, State and Zip Code CLOQUET, MINNESOTA 55720
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 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;
{ (b) The subject annual report, semi-annual report,
{ transition report on Form 10-K, 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, 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, 11-K,
20-F, 10-Q, N-SAR or the transition report portion thereof could not be
filed within the prescribed time period. (Attach extra sheets if needed)
Diamond Brands Operating Corp. (the "Operating Company"), Diamond
Brands Incorporated ("DBI"), the holding company for the Operating Company,
and certain of their direct and indirect subsidiaries (collectively, "Diamond
Brands") filed voluntary petitions seeking protection under Chapter 11 of the
United States Bankruptcy Code in the United States Bankruptcy Court for the
District of Delaware on May 22, 2001. Upon DBI's exit from the Chapter 11
process, DBI expects to have undergone such changes (including to its capital
structure) as to require changes in its quarterly report on Form 10-Q in
order for such report to be accurate. In light of these circumstances, DBI
has been unable to prepare financial statements for its quarterly report on
Form 10-Q for the period ended March 31, 2002.
While a plan of reorganization has not been finalized, any return to
the holders of the senior discount debentures of DBI and the senior
subordinated notes of DBOC is highly speculative.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
William L. Olson (218) 879-6700
(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)
( ) Yes (X ) No
DBI has not filed its annual report on Form 10-K for the period
ended December 31, 2000, its quarterly report on Form 10-Q for the period
ended March 31, 2001, its quarterly report on Form 10-Q for the period
ended June 30, 2001, its quarterly report on Form 10-Q for the period ended
September 30, 2001 and its annual report on Form 10-K for the period ended
December 31, 2001.
(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
The following estimates are based on our financial statements which
have not been finalized. DBI's consolidated net sales for the three month
period ended March 31, 2002, were approximately $21.4 million, an increase of
approximately .4% from the comparable 2001 three month period. Operating
income for the three month period ended March 31, 2002, was approximately
$3.1 million, compared to operating income of $2.3 million in the comparable
2001 three month period. Restructuring expenses charged to operating income
for the three month period ended March 31, 2002, were approximately $.6
million compared to restructuring expenses of $.5 million for the comparable
2001 three month period. These results reflect trends similar to those seen
in DBI's fourth fiscal quarter ended December 31, 2001.
DBI's consolidated interest expense for the three month period ended
March 31, 2002, was approximately $5.7 million, compared to $6.0 million in
the comparable 2001 three month period. Current accounting practices dictate
that post petition interest that will not be paid should not be included in
interest expense. Of the above interest expense, for the three month period
ended March 31, 2002, post-petition interest of approximately $3.9 million is
included.
DIAMOND BRANDS INCORPORATED
(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: May 16, 2002 By: /s/ William L. Olson
-----------------------------------
Name: William L. Olson
Title: Vice President of Finance