-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, AUIl/UP0FDJTLaJdzSt95Zj1mD3Qu/EqEdOL5R6KYvXh+0IQ+f13gJ9//PUtVWCe 1hML/sRtg8WJLLOKBergQg== 0000927570-02-000004.txt : 20020414 0000927570-02-000004.hdr.sgml : 20020414 ACCESSION NUMBER: 0000927570-02-000004 CONFORMED SUBMISSION TYPE: NT 10-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20011028 FILED AS OF DATE: 20020129 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SHONEYS INC CENTRAL INDEX KEY: 0000089902 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 620799798 STATE OF INCORPORATION: TN FISCAL YEAR END: 1027 FILING VALUES: FORM TYPE: NT 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10208 FILM NUMBER: 02519987 BUSINESS ADDRESS: STREET 1: 1727 ELM HILL PIKE CITY: NASHVILLE STATE: TN ZIP: 37210 BUSINESS PHONE: 6153915201 MAIL ADDRESS: STREET 1: 1727 ELM HILL PIKE CITY: NASHVILLE STATE: TN ZIP: 37210 FORMER COMPANY: FORMER CONFORMED NAME: DANNER FOODS INC DATE OF NAME CHANGE: 19710908 FORMER COMPANY: FORMER CONFORMED NAME: SHONEYS BIG BOY ENTERPRISES INC DATE OF NAME CHANGE: 19761029 NT 10-K 1 s12b25.txt SHONEY'S FORM 12B-25 FOR FISCAL 2001 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 0-4377 (Check One): [X] Form 10-K and Form 10-KSB [ ] Form 10-Q and Form 10-QSB [ ] Form 20-F [ ] Form 11-K [ ] Form N-SAR For Period Ended: October 28, 2001 [ ] 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: ------------------------------------ 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 Shoney's, Inc. ------------------------- (Full Name of Registrant) 1727 Elm Hill Pike -------------------------------------- (Address of Principal Executive Office (Street and Number)) Nashville, Tennessee 37210 -------------------------- (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; [X] (b) The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, 11-K, 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 of 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 the Form 10-K and Form 10- KSB, 11-K, 20-F, 10-Q and Form 10-QSB, N-SAR, or other transition report or portion thereof, could not be filed within the prescribed period. The Registrant's management has been attempting to obtain refinancing of its and certain of its subsidiaries' current credit facilities. In addition, as recently announced, the Registrant has executed a definitive agreement to merge with an affiliate of Lone Star Funds, a group of private equity funds. The final agreement, which is subject to approval by the Registrant's shareholders and other customary closing conditions, is expected to close in the second quarter of fiscal 2002. As part of the transaction, Lone Star Funds, through one of its affiliates, has acquired the outstanding indebtedness under the Registrant's Captain D's credit facility totaling approximately $135 million. That facility, previously scheduled to mature on March 31, 2002, has been extended to October 31, 2002. The refinancing efforts and merger negotiations, and issues arising in connection therewith, have required the substantial attention and efforts of the Registrant's management. These business diversions have resulted in delays in completing the Registrant's financial statements for the fiscal year ended October 28, 2001, as well as the remainder of the Registrant's Current Report on Form 10-K. As a result, the Registrant is unable to file its Form 10-K on the prescribed due date without unreasonable effort or expense. PART IV-OTHER INFORMATION (1) Name and telephone number of person to contact in regard to this notification: V. Michael Payne (615) 231-2332 (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 reports), 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 statement 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, if appropriate, state the reasons why a reasonable estimate of the results cannot be made. SHONEY'S, 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: January 29, 2001 By: /s/ V. Michael Payne ------------------------------- V. Michael Payne Chief Financial Officer -----END PRIVACY-ENHANCED MESSAGE-----