UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF
LATE FILING
Commission
File Number 1-4639
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(Check one): |
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o Form 10-K
o Form 20-F
o Form 11-K
x 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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April 1, 2007 |
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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
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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(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. |
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.
CTS Corporation (the Company) is unable to complete the filing of its Quarterly Report
on Form 10-Q for the three-month period ended April 1, 2007 within the prescribed time period
as a result of the Companys delay in the filing of its Annual Report on Form 10-K for the
year ended December 31, 2006. As previously reported, the Company commenced an investigation
of accounting misstatements at its Moorpark, California manufacturing location. The
investigation was initiated by management and was conducted under the oversight of the Audit
Committee of the Board of Directors of the Company. The Company retained independent forensic
accountants and outside legal counsel to assist in the investigation.
The Company has completed its investigation, and the Companys independent registered
public accounting firm is currently in the process of completing the audit of the Companys
financial statements as of and for the year ended December 31, 2006. Additionally, the
Company will file amended financial statements for the first three quarters of 2006 on
amended Quarterly Reports on Form 10-Q/A.
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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Thomas
A. Kroll |
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(574) |
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293-7511 |
(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 o No x |
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As noted above in Part III, the Company has not yet filed its Annual Report on
Form 10-K for the year ended December 31, 2006.
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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 o No x |
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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. |
(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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CTS
CORPORATION
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Date
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May 11, 2007 |
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By |
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/s/ Thomas A. Kroll |
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Name: Thomas A. Kroll
Title: Vice President and Controller |