-----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, E5QwMUiN75Q2aZl98cgb/rX9P7EFadaTssVVFO3raKytHtuiR8CeGrpuvdh/YWXJ REkqFdmCWZCb2MSI1xMXMA== 0001193125-05-085344.txt : 20050426 0001193125-05-085344.hdr.sgml : 20050426 20050426170922 ACCESSION NUMBER: 0001193125-05-085344 CONFORMED SUBMISSION TYPE: NT 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050309 FILED AS OF DATE: 20050426 DATE AS OF CHANGE: 20050426 EFFECTIVENESS DATE: 20050426 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DIEDRICH COFFEE INC CENTRAL INDEX KEY: 0000947661 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-FOOD STORES [5400] IRS NUMBER: 330086628 STATE OF INCORPORATION: CA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: NT 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-21203 FILM NUMBER: 05773856 BUSINESS ADDRESS: STREET 1: 28 EXECUTIVE PARK STREET 2: SUITE 200 CITY: IRVINE STATE: CA ZIP: 92614 BUSINESS PHONE: 9492601600 MAIL ADDRESS: STREET 1: 28 EXECUTIVE PARK STREET 2: SUITE 200 CITY: IRVINE STATE: CA ZIP: 92614 NT 10-Q 1 dnt10q.htm FORM 12B-25 Form 12b-25

(Check One):

    ¨  Form 10-K

    ¨  Form 20-F

    ¨  Form 11-K

    x  Form 10-Q

    ¨  Form N-SAR

    ¨  Form N-CSR

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 12b-25

 

NOTIFICATION OF LATE FILING

   
     
     
   

SEC File Number:

0-21203

     
   

CUSIP Number

253675 20 1

 

    For Period Ended: March 9, 2005

 

 

Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

 

PART I. REGISTRANT INFORMATION

 

Diedrich Coffee, Inc.
Full Name of Registrant
28 Executive Park, Suite 200
Address of Principal Executive Office (Street and Number)
Irvine, California 92614
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 reason 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 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 exhibits required by Rule 12b-25(c) have been attached if applicable.

 


PART III. NARRATIVE

 

In a press release on April 1, 2005, the Company announced that it intended to restate its financial statements for the fiscal years ended July 3, 2002, July 2, 2003, June 30, 2004 and for the first and second quarters of the current fiscal year to correct errors in lease accounting. The press release was filed as an exhibit to the Company’s Current Report on Form 8-K, filed on April 1, 2005 and amended on April 8, 2005. In connection with the preparation of such restated financial statements, the Company determined that it will not be necessary to restate the financial statements for the first and second quarters of the current fiscal year. The Company continues to expect to restate its annual financial statements for the fiscal year ended July 3, 2002 and its annual and quarterly financial statements for the fiscal years ended July 2, 2003 and June 30, 2004.

 

The Company is working diligently to complete its review of its accounting for leases and to determine the necessary adjustments to each of the reporting periods. In the course of the review of accounting for leases, the Company also noted unrelated errors in the fiscal 2002 and fiscal 2003 financials that will be corrected in the Form 10-Q for the quarter ended March 9, 2005. Due to the time and effort involved in determining the full effect of these adjustments on the Company’s previously issued financial statements and in preparing its financial statement for the quarter ended March 9, 2005, the Company will not be in a position to timely file its Quarterly Report on Form 10-Q for the quarter ended March 9, 2005 without unreasonable expense or effort.

 

PART IV. OTHER INFORMATION

 

(1) Name and telephone number of person to contact in regard to this notification:

 

Martin A. Lynch      (949)    260-1600
(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) have 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.

 

Gain on Sale of International Operations/Discontinued Operations

 

On February 11, 2005, the Company sold its international Gloria Jean’s operations to its former Australian master franchisee. Proceeds from the sale were $16,000,000 USD in cash and an additional $7,020,000 USD in payments to be received over the next six years under license and consulting agreements. The proceeds, net of costs of the transaction and net book value of assets sold, primarily consisting of goodwill related to the international operations, resulted in a pre-tax gain of $18,934,000. The Company accounts for the international Gloria Jean’s units as discontinued operations. Excluding the gain on the sale, discontinued operations for the current year quarter earned $916,000, or $0.18 per share, compared to $641,000, or $0.12 per share, in the prior year quarter. For the first three quarters of the year, discontinued operations, excluding the gain on the sale, earned $2,629,000, or $0.51 per share, compared to $2,094,000, or $0.41 per share, for the first three quarters of fiscal year 2004.

 


 

 

Diedrich Coffee, 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: April 25, 2005

   By:    

/s/ Martin A. Lynch

              

Martin A. Lynch

              

Executive Vice President and

Chief Financial Officer

 

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