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OMB APPROVAL |
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OMB Number: 3235-0058
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SEC FILE NUMBER |
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001-08303
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CUSIP NUMBER |
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406364406
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
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(Check one): |
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o Form 10-K
o Form 20-F
o Form 11-K
þ Form 10-Q
o Form 10-D
o Form N-SAR
o Form N-CSR
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For Period Ended: |
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March 31, 2008 |
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o Transition Report on Form 10-K |
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o Transition Report on Form 20-F |
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o Transition Report on Form 11-K |
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o Transition Report on Form 10-Q |
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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.
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
The Hallwood Group Incorporated
Full Name of Registrant
Former Name if Applicable
Address of Principal Executive Office (Street and Number)
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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þ |
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(a)
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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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(b)
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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)
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The accountants 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.
As previously disclosed, the registrants Hallwood Energy, L.P.
affiliate is in the process of seeking additional capital from external sources. Because of this effort, management has not been
able to complete the registrants financial reporting to the extent it relates to Hallwood Energy.
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SEC 1344 (05-06) |
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Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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(Attach extra Sheets if Needed)
PART IV OTHER INFORMATION
(1) |
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Name and telephone number of person to contact in regard to this notification |
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Melvin J. Melle |
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(214) |
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528-5588 |
(Name) |
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(Area Code)
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(Telephone Number) |
(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).
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Yes þ 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?
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Yes þ No o
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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.
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In the quarter ended March 31, 2007, the Company reported an operating loss
of $585,000 and a net loss of $7,324,000, which included a loss of
$10,503,000 from its investment in Hallwood Energy, L.P. using the equity
method of accounting.
In the quarter ended March 31, 2008, the Company anticipates reporting an
operating income of approximately $6,000,000, principally attributable to an
increase in sales of specialty fabric to U.S. military contractors as a
result of increased orders from the military to customers of its Brookwood
subsidiary.
On
May 15, 2008, the Company loaned an additional $2,961,000 to Hallwood
Energy. The Company has not yet determined the amount of the additional loss
that it is required to recognize for accounting purposes as a result of the
additional loan.
The registrant previously disclosed that its Hallwood Energy, L.P. affiliate
was in the process of seeking additional capital from external sources. This
effort is continuing, but financing has not yet been obtained. Hallwood
Energy is in the process of negotiating a transaction that would provide
additional capital. However, there is no assurance that any such transaction
will be completed. If Hallwood Energy is unable to obtain additional
operating funds in the near future, there is substantial doubt about its
ability to continue as a going concern.
The Hallwood Group Incorporated
(Name of Registrant as Specified in Charter)
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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May 16, 2008 |
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By |
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/s/ Melvin J. Melle |
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Melvin J. Melle |
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Vice President |