UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One) [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q
[ ] Form N-SAR
For Period Ended: March 31, 2001
[ ] 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: ___________
Read attached instruction sheet before preparing form. Please print or type.
Nothing in the 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
Ridgewood Hotels, Inc.
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Full Name of Registrant
Former Name if Applicable:
1106 Highway 124
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Address of Principal Executive Office (STREET AND NUMBER)
Hoschton, Georgia 30548
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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 appropriate box)
[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-KSB, 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 of transition report on Form
10-QSB, 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 the Form 10-K, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed with the
prescribed time period. (Attach Extra Sheets if Needed)
The Registrant could not prepare and file, by the filing deadline, without
unreasonable effort or expense, its Annual Report on Form 10-K for the year
ended March 31, 2001 (the "Annual Report") because due to the time and attention
required of the Registrant's management in connection with the opening of an
additional hotel property for which the Registrant is providing management
services, the Registrant and its financial advisors have not been able to
complete the Annual Report. Therefore, the Registrant seeks relief pursuant to
Rule 12b-25(b).
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Peter Conboy 770 867-9497
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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 reports been filed? If answer is no
identify report(s).
[ ] Yes [X] No
The Registrant has not filed by amendment to its Current Report on Form 8-K
filed July 2, 2001, the financial statements set forth in Item 7(a) and
7(b)(i) of such Report but expects to do so on or before July 16, 2001.
(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 Company anticipates a significant change in results of operations for
the fiscal year ending March 31, 2001 as compared to the seven months
ending March 31, 2000 may occur as a result of the Company's sale of its
hotel property on May 31, 2000 because the Company realized a before tax
profit of approximately $2,856,000 on the sale of the property.
2
SIGNATURE
Ridgewood Hotels, Inc. has caused this notification to be signed on its
behalf by the undersigned hereunto duly authorized.
Date: July 2, 2001
By: /s/ Peter Conboy
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Peter Conboy
Director of Finance and Accounting