NT 10-Q 1 krispy12b.htm



Washington, D.C. 20549


FORM 12b-25




SEC File Number




(Check One):

o Form 10-K

o Form 20-F

o Form 11-K

xForm 10-Q

o Form 10-D

o Form N-SAR

o Form N-CSR


For Period Ended: May 1, 2005



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 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: N/A



Krispy Kreme Doughnuts, Inc.

Full Name of Registrant


Former Name if Applicable

370 Knollwood Street, Suite 500

Address of Principal Executive Office (Street and Number)

Winston-Salem, North Carolina 27103

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)







(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,
Form 11-K, Form N-SAR or Form N-CSR, 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 subject distribution report on Form 10-D, 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.



State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.

Krispy Kreme Doughnuts, Inc. (the "Company") is unable to file timely a quarterly report on Form 10-Q for the quarter ended May 1, 2005 (the first quarter of fiscal 2006) because there are ongoing analyses related to the proper application of generally accepted accounting principles (“GAAP”) to certain transactions which occurred in fiscal 2005 and earlier years. Until such analyses are complete, the Company is unable to finalize its financial statements for the first quarter of fiscal 2006.


The results of the analyses completed to date caused the Company to conclude that its previously issued financial statements for fiscal 2004 and certain earlier years, and for the first three quarters of fiscal 2005, should be restated. The Company has discussed these matters, including the need to restate its historical financial statements, with its independent registered public accounting firm. The Company currently is in the process of finalizing the restatement adjustments it has identified and completing its analyses of certain other accounting matters in order to determine if additional restatement adjustments are necessary. In addition, the Company is finalizing its financial statements for fiscal 2005, including impairment testing of intangible assets. The foregoing matters are more fully described in the Company’s Notification of Late Filing on Form 12b-25 filed with the Commission on April 18, 2005 with respect to the Company’s Annual Report on Form 10-K for the year ended January 30, 2005; the Company has not yet filed such Annual Report, or its Quarterly Report on Form 10-Q for the quarter ended October 31, 2004 (such reports, together with the Quarterly Report on Form 10-Q for the quarter ended May 1, 2005, the “Exchange Act Reports”).


The Company intends to complete work on both the restatement adjustments and the fiscal 2005 financial statements, and to file the Exchange Act Reports, at the earliest practicable date.





Name and telephone number of person to contact in regard to this notification


Michael C. Phalen




(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 answer is no, identify report(s).   / / Yes /X/ No

Annual Report on Form 10-K for the period ended January 30, 2005.





Quarterly Report on Form 10-Q for the period ended October 31, 2004.

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

4.          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 see Annex A attached hereto.




Krispy Kreme Doughnuts, 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 June 13, 2005

By:   /s/ Michael C. Phalen            
        Name: Michael C. Phalen
        Title: Chief Financial Officer







Results for the first quarter of fiscal 2006 were adversely affected by significant sales declines compared to the first quarter of fiscal 2005. For the quarter ended May 1, 2005, systemwide and Company average weekly sales per factory store decreased approximately 21% and 25%, respectively, compared to the first quarter of fiscal 2005, which ended May 2, 2004.


On a preliminary basis, the Company expects to report first quarter revenues of approximately $153 million, a 17% decrease from the comparable quarter of the prior fiscal year. The decrease principally reflects lower average sales per store and lower sales to franchisees from the Company’s Krispy Kreme Manufacturing and Distribution segment, partially offset by the inclusion of approximately $10 million of sales from New England Dough and KremeKo, two joint ventures whose financial statements the Company is required to consolidate beginning in May 2004 pursuant to FIN 46(R), and an increased number of stores. The Company's financial results are also being adversely affected by the substantial costs associated with the legal and regulatory matters previously disclosed by the Company. The Company expects to report a net loss for the first quarter of fiscal 2006.


Systemwide average weekly sales per factory store is a non-GAAP financial measure. Systemwide sales data include sales at all Company and franchise stores. The Company believes systemwide sales information is useful in assessing the Company's market share and concept growth.