-----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, F16n26OBTwylBLDlUmo8SiRmCNPc8sQUQi+MvAupJTodaFgNBDlg7osehpioEKet 3N/w6oty6RTCsmNZvwztXQ== 0001047469-99-026057.txt : 19990701 0001047469-99-026057.hdr.sgml : 19990701 ACCESSION NUMBER: 0001047469-99-026057 CONFORMED SUBMISSION TYPE: NT 11-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19981231 FILED AS OF DATE: 19990630 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CONVERGYS CORP CENTRAL INDEX KEY: 0001062047 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 311598292 STATE OF INCORPORATION: OH FISCAL YEAR END: 1215 FILING VALUES: FORM TYPE: NT 11-K SEC ACT: SEC FILE NUMBER: 001-14379 FILM NUMBER: 99656809 BUSINESS ADDRESS: STREET 1: 201 EAST FOURTH STREET CITY: CINCINNATI STATE: OH ZIP: 45201 BUSINESS PHONE: 5133975364 NT 11-K 1 NT 11-K U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): [ ] Form 10-K and Form 10-KSB [ ] Form 20-F [ X] Form 11-K [ ] Form 10-Q and Form 10-QSB [ ]Form N-SAR For Period Ended: December 31, 1998 [ ] 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 Full Name of Registrant Convergys Corporation Former Name if Applicable Address of Principal Executive Office 201 East Fourth Street Cincinnati, Ohio 45202 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 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 [ x ] (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 and Form 10-KSB, 20-F, 11-K, 10-Q and Form 10-QSB, N-SAR, or the transition report or portion thereof could not be filed within the prescribed period. SunTrust Banks, Inc., trustee to the CBIS Retirement and Savings Plan, was unable to provide required trust reports in a timely manner due to a change in information systems. Such reports are expected to be available in the immediate future to facilitate filing of the Form 11-K within 15 days of the filing deadline. PART IV - OTHER INFORMATION (1) Name and telephone number of person to contact in regard to this notification: Thomas P. Mehnert, (513) 723-3447 (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. CONVERGYS CORPORATION has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized. Date: June 30, 1999 By: /s/ Thomas P. Mehnert Thomas P. Mehnert, Vice President - Legal EXHIBIT INDEX 12b-25(c)1 Statement of SunTrust Banks, Inc. 12b-25(c)2 Statement of PricewaterhouseCoopers LLP EX-99.1 2 EXHIBIT 99.1 EXHIBIT 12b-25(c)1 -- STATEMENT OF SUNTRUST BANKS, INC. June 29, 1999 Convergys Corporation Employee Benefits Committee 201 E. Fourth Street Cincinnati, Ohio 45202 Dear Sirs, We understand that form 11-K with respect to the CBIS Retirement and Savings Plan for the fiscal year ended December 31, 1998 is due to be filed with the Securities and Exchange Commission on Tuesday, June 29, 1999. Unfortunately, due to computer problems, we have been unable to provide the financial information about the plan needed to enable PricewaterhouseCoopers LLP to audit the plan financials. We are continuing to work on this problem and will do everything possible to have the required financial information in your hands in time to permit you to have the plan financial audited and the Form 11-K filed not later than July 14, 1999. Sincerely, /s/ Douglas C. Erdman Vice President SunTrust EX-99.2 3 EXHIBIT 99.2 EXHIBIT 12b-25(c)2 -- STATEMENT OF PRICEWATERHOUSECOOPERS LLP June 30, 1999 Mr. Thomas P. Mehnert Convergys Corporation 201 E. Fourth Street, 102A-2050 Cincinnati, Ohio 45202 Dear Mr. Mehnert: You have furnished us with a copy of your "Notification of Late Filing" on Form 12b-25 dated June 30, 1999. We are in agreement with the comments under Part III of the Form with respect to the reasons why we are unable to furnish our report on the financial statements of Convergys Corporation on or before the date the Form 11-K of Convergys Corporation for the year ended December 31, 1998 is required to be filed. Very truly yours, /s/ PricewaterhouseCoopers LLP -----END PRIVACY-ENHANCED MESSAGE-----