SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
Commission File Number 1-9751
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(Check One)
/ / Form 10-K and Form 10-KSB / / Form 11-K
/ / Form 20-F /x/ Form 10-Q and Form 10-QSB / / Form N-SAR
For Period ended: June 29, 2002
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/ / Transition Report on Form 10-K / / Transition Report on Form 10-Q
and Form 10-KSB and Form 10-QSB
/ / Transition Report on Form 20-F / / Transition Report on Form N-SAR
/ / Transition Report on Form 11-K
For the Transition Period ended
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Read Instruction (on back page) 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:
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PART I.
REGISTRANT INFORMATION
Full name of registrant Champion Enterprises, Inc.
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Former name if applicable n/a
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2701 Camridge Court, Suite 300
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Address of principal executive office (Street and number)
Auburn Hills, Michigan 48326
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City, state and zip code
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, 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.)
In light of the significant restructuring announced on August 8, 2002, the
registrant, upon further review and advice of its independent accountants, has
determined that it would be appropriate to reflect in its second quarter Form
10-Q certain impacts of that restructuring. The registrant cannot, on or before
the Form 10-Q prescribed due date, without unreasonable effort and expense,
properly reflect the impact on its goodwill and deferred tax assets of this
recently announced restructuring.
The registrant's quarterly report on Form 10-Q, for the period ended June
29, 2002, prescribed due date is August 13, 2002 and this Form 10-Q will be
filed on or before the fifth calendar day following the prescribed due date.
PART IV.
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Anthony S. Cleberg (248) 340-7760
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(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 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.
For the quarter ended June 29, 2002, the registrant expects to report a net loss
of approximately $200 million as compared to net income of $0.5 million for the
quarter ended June 30, 2001. The substantial loss for the quarter ended June 29,
2002, is due to (1) a pretax loss of $13.6 million before goodwill impairment
charges principally due to a 16% decline in net sales; (2) recording a pretax
impairment charge of $97 million related to the registrant's retail goodwill and
(3) recording a valuation allowance of $110 million to $120 million for the
registrant's deferred tax assets.
Champion Enterprises, 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 August 13, 2002 By Anthony S. Cleberg
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Anthony S. Cleberg
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.
ATTENTION
Intentional misstatements or omissions of fact constitute federal criminal
violations (see 18 U.S.C. 1001).