UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
Commission File Number
NOTIFICATION OF LATE FILING
(Check one):
[ ] Form 10-K [X] Form 11-K [ ] Form 20-F [ ] Form 10-Q [ ] Form N-SAR
For period ended December 31, 2001
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[ ] 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
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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:
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PART I
REGISTRANT INFORMATION
Vivendi Universal
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Full Name of Registrant
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Former Name if Applicable
42, avenue de Friedland
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Address of Principal Executive Office (Street and Number)
75380 Paris Cedex 08, France
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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.) [X]
(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, 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 fifteenth 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.
PART III
NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K,
10-Q, N-SAR, or the transition report or portion thereof, could not be filed
within the prescribed time period. (Attach extra sheets if needed.)
The registrant's outside accountant is in the process of completing the
financial statements and schedules to be prepared in accordance with the
financial reporting requirements of ERISA for the following plans: (1) The
Seagram 401(K) Plan - Universal Employees, (2) The Seagram 401(K) Plan -
Spencer Employees, (3) The Seagram 401(K) Plan - UNI Employees, (4) The
Seagram 401(K) Plan, (5) Polygram Holding, Inc. Deferred Savings and
Investment Plan for Employees and (6) Retirement Savings and Investment Plan
for Union Employees of Joseph E. Seagram & Sons, Inc. and Affiliates,
(collectively, the "Plans"). Such financial statements and schedules are
required for the filing of Form 11-K's for each plan.
The predecessor auditor for the Plans was dismissed and replaced with the
current auditor in calendar year 2001. The predecessor trustees and the
predecessor record keepers for the Plans were dismissed and replaced with the
current trustees and the current record keepers in calendar year 2002. Due to
the changes in the auditors, trustees and record keepers for each of the
Plans, our current auditors, trustees and record keepers have incurred delays
in obtaining the data for calendar year 2001 required by our current auditors
to complete the financial statements and schedules for the Plans. These delays
are beyond the control of the registrant.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Daniel J. Losito (212) 572 - 7000
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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? [ ] 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.
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Vivendi Universal
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: July 1, 2002 By /s/ Robert Greenberg
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Robert Greenberg
Senior Vice President - Global
Compensation and Benefits,
Vivendi Universal
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The Seagram 401(k) Plan - Universal Employees
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: July 1, 2002 By /s/ Ann M. Giambusso
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Ann M. Giambusso
Vice President - Human Resources,
Vivendi Universal
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The Seagram 401(k) Plan - Spencer Employees
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: July 1, 2002 By /s/ Ann M. Giambusso
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Ann M. Giambusso
Vice President - Human Resources,
Vivendi Universal
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The Seagram 401(k) Plan - UNI Employees
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: July 1, 2002 By /s/ Ann M. Giambusso
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Ann M. Giambusso
Vice President - Human Resources,
Vivendi Universal
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The Seagram 401(k) Plan
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: July 1, 2002 By /s/ Ann M. Giambusso
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Ann M. Giambusso
Vice President - Human Resources,
Vivendi Universal
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Polygram Holding Inc. Deferred Savings and Investment Plan for Employees
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: July 1, 2002 By /s/ Ann M. Giambusso
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Ann M. Giambusso
Vice President - Human Resources,
Vivendi Universal
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The Retirement Savings and Investment Plan for Union Employees of
Joseph E. Seagram & Sons, Inc. and Affiliates
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: July 1, 2002 By /s/ Ann M. Giambusso
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Ann M. Giambusso
Vice President - Human Resources,
Vivendi Universal
Exhibits to Form 12b-25
McGLADREY & PULLEN, LLP
Certified Public Accountants
ACCOUNTANT'S STATEMENT REQUIRED BY RULE 12b-25(c)
We have not yet completed our audit of the Polygram Holdings, Inc. Deferred
Savings and Investment Plan for Employees for the year ended
December 31, 2001. As a result, Vivendi Universal, S.A. is unable to file the
11K by the required due date of June 30, 2002.
/s/ McGladrey & Pullen, LLP
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McGladrey & Pullen, LLP
New York, New York
June 27, 2002
McGLADREY & PULLEN, LLP
Certified Public Accountants
ACCOUNTANT'S STATEMENT REQUIRED BY RULE 12b-25(c)
We have not yet completed our audit of the Retirement Savings and Investment
Plan for Union Employees of Joseph E. Seagram & Sons, Inc. for the year ended
December 31, 2001. As a result, Vivendi Universal, S.A. is unable to file the
11K by the required due date of June 30, 2002.
/s/ McGladrey & Pullen, LLP
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McGladrey & Pullen, LLP
New York, New York
June 27, 2002
McGLADREY & PULLEN, LLP
Certified Public Accountants
ACCOUNTANT'S STATEMENT REQUIRED BY RULE 12b-25(c)
We have not yet completed our audit of the Seagram 401(k) Plan for the year
ended December 31, 2001. As a result, Vivendi Universal, S.A. is unable to
file the 11K by the required due date of June 30, 2002.
/s/ McGladrey & Pullen, LLP
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McGladrey & Pullen, LLP
New York, New York
June 27, 2002
McGLADREY & PULLEN, LLP
Certified Public Accountants
ACCOUNTANT'S STATEMENT REQUIRED BY RULE 12b-25(c)
We have not yet completed our audit of the Seagram 401(k) Plan - UNI Employees
for the year ended December 31, 2001. As a result, Vivendi Universal, S.A. is
unable to file the 11K by the required due date of June 30, 2002.
/s/ McGladrey & Pullen, LLP
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McGladrey & Pullen, LLP
New York, New York
June 27, 2002
McGLADREY & PULLEN, LLP
Certified Public Accountants
ACCOUNTANT'S STATEMENT REQUIRED BY RULE 12b-25(c)
We have not yet completed our audit of the Seagram 401(k) Plan - Universal
Employees for the year ended December 31, 2001. As a result, Vivendi
Universal, S.A. is unable to file the 11K by the required due date of
June 30, 2002.
/s/ McGladrey & Pullen, LLP
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McGladrey & Pullen, LLP
New York, New York
June 27, 2002
McGLADREY & PULLEN, LLP
Certified Public Accountants
ACCOUNTANT'S STATEMENT REQUIRED BY RULE 12b-25(c)
We have not yet completed our audit of the Seagram 401(k) Plan - Spencer
Employees for the year ended December 31, 2001. As a result, Vivendi
Universal, S.A. is unable to file the 11K by the required due date of
June 30, 2002.
/s/ McGladrey & Pullen, LLP
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McGladrey & Pullen, LLP
New York, New York
June 27, 2002