UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 12B-25
Commission File Number: 0-21174
NOTIFICATION OF LATE FILING
(Check One): |_| Form 10-K |_| Form 20-F |_| Form 11-K |X| Form 10-Q
|_| Form 10-D |_| Form N-SAR |_| Form N-CSR
For Period Ended: September 30, 2005
|_| Transition Report on Form 10-K |_| Transition Report on Form 10-Q
|_| Transition Report on Form 20-F |_| Transition Report on Form N-SAR
|_| Transition Report on Form 11-K
For the Transition Period Ended: ______________
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
Avid Technology, Inc.
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Full Name of Registrant
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Former Name if Applicable
Avid Technology Park, One Park West
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Address of principal executive office (Street and Number)
Tewksbury, MA 01876
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City, State and Zip Code
PART II
RULE 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.)
(a) The reasons 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
|X| 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
(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.
In the course of completing our Quarterly Report on Form 10-Q for the
three-month period ended September 30, 2005, we focused on the question of
whether a portion of the revenue attributable to our new consumer video
division, which we acquired on August 9, 2005 as part of our acquisition of
Pinnacle Systems, Inc., was recognized appropriately. In this quarter, our
consumer video division did not have sufficient inventory to fulfill all
orders for consumer video products, and shipped less than all such products
ordered by resellers in Europe. The revenue we reported in our third quarter
earnings release included only the value of these consumer products actually
shipped to the resellers. However, we are evaluating whether revenue
recognized on these partial shipments must be deferred until the orders are
completely delivered. As we gather data with respect to our previously
released third quarter revenue, we expect that any revenue determined to be
not recordable in the third quarter will be fully recognized in the fourth
quarter of 2005. As a result of the efforts required to complete this
evaluation, and despite our diligent efforts to complete the Quarterly Report
on Form 10-Q for the three-month period ended September 30, 2005, we were
unable to file the Form 10-Q for such period by November 9, 2005 without
unreasonable effort or expense. We currently expect to file our Quarterly
Report on Form 10-Q for the three-month period ended September 30, 2005 on or
before November 14, 2005.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
PAUL J. MILBURY, CHIEF FINANCIAL OFFICER (978) 640-6789
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(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) 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.
We are required by Part IV, Item (3) of this Form 12b-25 to include an
explanation regarding whether the results of operations we expect to report for
the third quarter of 2005 will reflect significant changes from our results of
operations for the third quarter of 2004. Because we have not yet completed the
preparation of our results for the third quarter of 2005 as described above, we
are unable to provide the comparison to 2004 at this time, although we
anticipate that our third quarter 2005 results will be significantly impacted
by our acquisition of Pinnacle Systems, Inc. in the third quarter of 2005. We
do not anticipate any change to our previously reported third quarter 2004
results.
On October 27, 2005, we released our third quarter 2005 results and held
a webcast conference call to discuss those results. Our earnings release for the
third quarter 2005 was furnished on a Form 8-K filed with the
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SEC on October 27, 2005. This earnings release described changes in our results
of operations for the third quarter of 2005 compared to the comparable period in
2004, and the reasons for those changes. These previously released results may
be impacted once we complete the evaluation of the appropriate revenue
recognition for a portion of the revenue attributable to our new consumer video
division as described above.
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Avid Technology, Inc.
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: November 10, 2005 By:
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Paul J. Milbury
Chief Financial Officer
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