UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
Notification of Late Filing
(Check one): [X ] Form 10-K [ ] Form 11-K [ ] Form 20-F
[ ] Form 10-Q [ ] Form N-SAR
For the Period Ended: March 31, 2002
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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 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.
PART I--Registrant Information
Full Name of Registrant: Westell Technologies, Inc.
Former Name if Applicable:
Address of Principal Executive Office: 750 North Commons Drive
City, State and Zip Code Aurora, Illinois 60504
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 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.
[ X ] (b) The subject annual report, semi-annual report, transition report on
Form 10-K, 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 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.
PART III--Narrative
State below in reasonable detail the reasons why Forms 10-K, 11-K, 20-F, 10-Q,
N-SAR or the transition report or portion thereof, could not be filed within the
prescribed time period. (Attached Extra Sheets if Needed).
The Annual Report on Form 10-K of Westell Technologies, Inc. (the "Company") for
the year ending March 31, 2002, could not be timely filed without unreasonable
effort or expense. The reason causing the Company's inability to file timely are
beyond its control and could not be eliminated by the Company without
unreasonable effort or expense.
The Company is currently completing its amendment and renewal of its credit
facility. As a result of the timing of the amendment and renewal, the Company
has been unable to complete or formulate the necessary disclosures that are
necessary to be included in the Form 10-K that reflect the results of the
amendment and renewal of the credit facility.
The Company will file the Form 10-K on or before the fifteenth calendar day
following the prescribed due date.
Part IV--Other Information
(1) Name and telephone number of person to contact in regard to this
notification
Nicholas Hindman 630 898-2500
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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
Revenues for the year ended March 31, 2002 were $239.8 million compared with
$361.5 million for the same period last year, a decrease of 34%. Pro forma net
loss, which excludes the amortization of goodwill and adjustment of inventory to
the lower of cost or market, was $(23.3) million or $(0.36) per share for the
year ended March 31, 2002 compared with a pro forma net loss of $(22.3) million
or $(0.36) per share in the year ended March 31, 2001. Consolidated net loss in
the year ended March 31, 2001, including the amortization of goodwill and
adjustment of inventory to the lower of cost or market, was $(167.4) million or
$(2.60) per share.
Westell Technologies, Inc.
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(Name of registrant as specified in its charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: July 1, 2002 By: /s/ Nicholas C. Hindman
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Nicholas C. Hindman
Vice President and Chief
Financial Officer