UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One):
------------------------
SEC FILE NUMBER
0-29416
------------------------
------------------------
CUSIP NUMBER
90467L-20-9
------------------------
[ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR
For Period Ended: September 30, 2004
[ ] 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: N/A
--------------------------------------------------------------------------------
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 check
above, identify the Item(s) to which the notification relates: Not
Applicable
--------------------------------------------------------------------------------
PART I -- REGISTRANT INFORMATION
--------------------------------------------------------------------------------
Full Name of Registrant: UNIFAB International, Inc.
Former Name if Applicable: N/A
5007 Port Road
--------------------
Address of Principal Executive Office (Street and Number)
New Iberia, Louisiana 70560
-------------------------------
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)
[X] (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, Form 20-F, 11-K or 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 Forms 10-K, 20-F, 11-K,
10-Q, N-SAR, N-CSR, or the transition report or portion thereof, could not be
filed within the prescribed time period.
The Registrant is unable to file its quarterly report on Form 10-Q for the
quarter ended September 30, 2004 timely without unreasonable effort and expense.
On September 7, 2004, the Registrant entered into an engagement with a brokerage
firm to market its Allen Process Systems, LLC facility at the Port of Iberia,
New Iberia, Louisiana, and its Rig Port Services, LLC facility at the Port of
Lake Charles, Lake Charles, Louisiana. Accordingly, the results of operations of
these two subsidiaries of the
Registrant are required to be reported as "discontinued operations" as of
September 30, 2004. Due to the fact that this decision was made late in the
quarter, the Registrant's staff has been unable to prepare financial statements
reflecting the fact that these operations are discontinued. The Registrant will
file its Form 10-Q as soon as such financial statements are prepared and
reviewed by the Registrant's independent auditors.
--------------------------------------------------------------------------------
PART IV -- OTHER INFORMATION
--------------------------------------------------------------------------------
(1) Name and telephone number of person to contact in regard to this
notification
Martin K. Bech (337)373-5514
--------------------------------------------------------------------------------
(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?
[ ] Yes [X] 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.
3
UNIFAB International, 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: November 15, 2004 By: /s/ Martin K. Bech
--------------------------------------- -------------------------
Martin K. Bech
Vice President, Secretary
and General Counsel
INSTRUCTIONS: 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).
--------------------------------------------------------------------------------
4