SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
Commission File Number 0-23210
NOTIFICATION OF LATE FILING
(Check One): [X] Form 10-K [_] Form 11-K [_] Form 20-F [_] Form 10-Q
[_] Form N-SAR
For Period Ended: December 31, 1999
---------------------------------------------------------------
[_] Transition Report on Form 10-K
[_] Transition Report on Form 10-Q
[_] Transition Report on Form 20-F
[_] Transition Report on Form N-SAR
[_] Transition Report on Form 11-K
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:
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
PART I. REGISTRANT INFORMATION
Full name of registrant TRISM, Inc.
---------------------------------------------------------
Former name if applicable
- --------------------------------------------------------------------------------
Address of principal executive office (STREET AND NUMBER)
4174 Jiles Road
- --------------------------------------------------------------------------------
City, State and Zip Kennesaw, Georgia 30144
-------------------------------------------------------------
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;
[X] (b) The subject annual report, semi-annual report, transition report
on Form 10-K, 20-F, 11-K or Form -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.
FORM 12b-25
- --------------------------------------------------------------------------------
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.)
The Company was unable to file the Form 10-K for the year ended December
31, 1999 (the "Form 10-K") within the prescribed time period for the following
reasons. The Company has elected to change an accounting principle used in prior
years. In a letter, dated March 22, 2000, to the Chief Accountant's office of
the Securities and Exchange Commission (the "Staff"), the Company formally
requested the Staff's concurrence with the contemplated change in accounting
principle. The Company desired to include the change in accounting principle in
its consolidated financial statements for the year ended December 31, 1999. The
Company received verbal notification from the Staff around 3:00 P.M. on
Thursday, March 30, 2000 and facsimile notification at 4:17 P.M. on that day.
The Company had two versions of the Form 10-K (one with and one without the
accounting change) as a contingency in the event no response was received from
the Staff, and was prepared to file the version without the change in accounting
principle. Once oral notification was received from the Staff at 3:00 P.M. on
March 30, 2000, the Company attempted to convert its word processing files to
EDGAR format for the version with the change in accounting principle but was
unable to do so prior to the filing deadline of 5:30 P.M. The Company will file
the Form 10-K via EDGAR promptly following this filing.
PART IV. OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
James G. Overley 770 795-4650
---------------------------------------------------------------------------
(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. The Form 10-K will be filed promptly
following this Form 12b-25 for the reasons described above.
TRISM, 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 March 31, 2000 By /s/ James G. Overley
------------------- ---------------------------------------------
James G. Overley, Senior Vice President and
Treasurer
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.
ATTENTION
Intentional misstatements or omissions of fact constitute Federal criminal
violations (see 18 U.S.C. 1001).
2