U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-9178 --------- NOTIFICATION OF LATE FILING (Check One): [ ] Form 10-K and Form 10-KSB [X] Form 20-F [ ] Form 11-K [ ] Form 10-Q and Form 10-QSB [ ] Form N-SAR For Period Ended: December 31, 2003 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] Transition Report on Form N-SAR 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 Koor Industries Ltd. ------------------------------ Full Name of Registrant ------------------------------ Former name if applicable 14 Hamelacha Street ------------------------------ Address of principal executive office (Street and number) Rosh Ha'ayin 48091, Israel ------------------------------ 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; [X] b) The subject annual report, semi-annual report, transition report on transition report on Form 10-K, [X] ( Form 20-F, 11-K, 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 Form 10-K, 11-K, 20-F, 10-Q, N-SAR or the transition report portion thereof could not be filed within the prescribed period. (Attach extra sheets if needed.) The Registrant was unable to timely complete its Annual Report on Form 20-F without unreasonable effort and expense. Specifically, the Registrant was unable to obtain amended auditors' reports from the auditors of several of its consolidated subsidiaries containing the reference required by PCAOB Accounting Standard No. 1 in time to file its Annual Report on Form 20-F by the prescribed date. The Registrant expects to receive these amended auditors' reports soon and will file its Annual Report on Form 20-F 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 Shlomo Heller, General Counsel 011-972-3-900-8420 --------------------------------- ----------------------------------- (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. The Registrant anticipates reporting: (i) revenues of approximately $1.76 billion for the year ended December 31, 2003, compared to revenues of approximately $1.53 billion for the year ended December 31, 2002; (ii) operating earnings of approximately $205 million for the year ended December 31, 2003 compared to operating earnings of approximately $103 million for the year ended December 30, 2002; and (iii) net earnings of approximately $11 milion for the year ended December 31, 2003 compared to a net loss of approximately $165 million for the year ended December 31, 2002. A more detailed discussion of results of operations will be included in "Item 5, Operating and Financial Review and Prospects" in the Form 20-F to be filed. Koor Industries Ltd. ---------------------------------- (Name of Registrant as Specified in Charter) has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized. Date: June 30, 2003 By: /s/ Yuval Yanai ------------------------------ ------------------------- Yuval Yanai Senior Vice President and Chief Financial Officer INSTRUCTION: The form may be signed by an executive officer of the registrant or by any other duly authorized representative. The name and title of the person signing the form shall be typed or printed beneath the signature. If the statement is signed on behalf of the registrant by an authorized representative (other than an executive officer), evidence of the representative's authority to sign on behalf of the registrant shall be filed with the form. 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