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UNITED
STATES
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OMB
APPROVAL
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SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
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OMB
Number: 3235-0058 Expires: April 30, 2009
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FORM
12b-25
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Estimated
average burden hours per response........2.50
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NOTIFICATION
OF LATE FILING
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SEC
FILE NUMBER
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CUSIP
NUMBER
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For
the Period Ended: January 3, 2009
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| o | Transition Report on Form 10-K | ||||||
| o | Transition Report on Form 20-F | ||||||
| o | Transition Report on Form 11-K | ||||||
| o | Transition Report on Form 10-Q | ||||||
| o | Transition Report on Form N-SAR | ||||||
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For
the Transition Period Ended:
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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.
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If
the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates:
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PART
I — REGISTRANT INFORMATION
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Monaco
Coach Corporation
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Full
Name of Registrant
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Former
Name if Applicable
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91320
Industrial Way
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Address
of Principal Executive Office (Street and
Number)
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Coburg,
Oregon 97408
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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)
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x
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(a) | The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense | |||||
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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
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| (c) |
The
accountant's statement or other exhibit required by Rule 12b-25(c) has
been attached if applicable.
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PART
III — NARRATIVE
State
below in reasonable detail 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.
Monaco
Coach Corporation (the “Registrant”) is filing this Form 12b-25 with
respect to its Annual Report on Form 10-K for the year ended January 3,
2009 (the “2008 Form 10-K”), because it needs additional time to complete
its year-end close process, complete its financial statements and complete
its assessment of internal control over financial reporting as of January
3, 2009.
The
Registrant filed for protection under Chapter 11 of the U.S. Bankruptcy
Code on March 5, 2009. Prior to and since the bankruptcy filing, the
Registrant has been immersed in pre-bankruptcy and bankruptcy-related
matters, including valuation of assets, preparation of financial
projections and formulation and preparation of disclosure materials to the
United States Trustee’s office and the Bankruptcy Court, formulating a
plan of reorganization, and obtaining Debtor-In-Possession (DIP)
financing. Filing for protection under Chapter 11 and the uncertainty
regarding the ability to successfully complete the Company’s
reorganization plan, including obtaining the related DIP financing, these
conditions raise substantial doubt about our ability to continue as a
going concern. At the same time, the Registrant has experienced attrition
of certain key personnel within its accounting organization, including, in
particular, the resignations of certain key personnel in the corporate
consolidations and SEC reporting functions. In addition, as a
result of the process of impairment testing and estimating the fair value
of impaired assets, among other things, the Registrant requires additional
time to complete its year-end close process, complete its financial
statements and complete its assessment of internal control over financial
reporting. In order to complete its year-end close process,
complete its financial statements and complete its assessment of internal
control over financial reporting, the Company must finalize impairment
testing in order to estimate the fair value of impaired assets, among
other things. As the Company completes its assessment
of internal control over financial reporting, it is possible that material
weaknesses will be identified. Accordingly, the Registrant is
not able to file its 2008 Form 10-K in a timely manner without
unreasonable effort or expense. The Registrant believes that,
despite efforts to file its Form 10-K, it is likely that it will need
additional time beyond April 3, 2009, to file its 2008 Form 10-K. If the
Registrant is not able to complete its financial statements and file the
2008 Form 10-K by April 3, 2009, the Registrant will file the 2008
Form 10-K as soon as reasonably practicable after that date.
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PART
IV — OTHER INFORMATION
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(1)
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Name
and telephone number of person to contact in regard to this
notification
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P.
Martin Daley
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541
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686-8011
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(Name)
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(Area
Code)
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(Telephone
Number)
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(2)
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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 o
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(3)
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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 o
If
so, attach an explanation of the anticipated change, both normatively and
quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made.
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Monaco
Coach Corporation
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(Name
of Registrant as Specified in Charter)
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has
caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
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Date:
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March
19, 2009
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By:
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/s/
P. Martin Daley
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Chief
Financial Officer
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INSTRUCTION:
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.
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ATTENTION
Intentional
misstatements or omissions of fact constitute Federal Criminal Violations
(See 18 U.S.C. 1001).
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GENERAL
INSTRUCTIONS
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1.
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This
form is required by Rule 12b-25 (17 CFR 240.12b-25) of the General Rules
and Regulations under the Securities Exchange Act of 1934.
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2.
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One
signed original and four conformed copies of this form and amendments
thereto must be completed and filed with the Securities and Exchange
Commission, Washington, D.C. 20549, in accordance with Rule 0-3 of the
General Rules and Regulations under the Act. The information contained in
or filed with the form will be made a matter of public record in the
Commission files.
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3.
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A
manually signed copy of the form and amendments thereto shall be filed
with each national securities exchange on which any class of securities of
the registrant is registered.
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4.
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Amendments
to the notifications must also be filed on Form 12b-25 but need not
restate information that has been correctly furnished. The form shall be
clearly identified as an amended notification.
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5.
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Electronic Filers: This
form shall not be used by electronic filers unable to timely file a report
solely due to electronic difficulties. Filers unable to submit reports
within the time period prescribed due to difficulties in electronic filing
should comply with either Rule 201 or Rule 202 of Regulation S-T (§232.201
or §232.202 of this chapter) or apply for an adjustment in filing
date pursuant to Rule 13(b) of Regulation S-T (§232.13(b) of this
chapter).
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