SEC FILE NUMBER 0-27494 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 CUSIP NUMBER G34874100 NOTIFICATION OF LATE FILING (Check One): [X]Form 10-K [ ]Form 20-F [ ]Form 11-K [ ]Form 10-QSB [ ]Form N-SAR For Period Ended: June 30, 1999 ----------------------------------------------------- [ ] 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: 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 Leisureplanet Holdings, Ltd. - -------------------------------------------------------------------------------- Full Name of Registrant First South Africa Corp., Ltd. - -------------------------------------------------------------------------------- Former Name if Applicable Clarendon House, Church Street - -------------------------------------------------------------------------------- Address of Principal Executive Office (STREET AND NUMBER) Hamilton HM CX, Bermuda - -------------------------------------------------------------------------------- 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) (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 X due date; or the subject quarterly report of 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 12-b-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. SEE ATTACHMENT A PART IV -- OTHER INFORMATION 1. Name and telephone number of person to contact in regard to this notification Clive Kabatznik 011-972-2 533-7195 ------------------ ---------------- -------------------- (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 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 results cannot be made. SEE ATTACHMENT B - -------------------------------------------------------------------------------- LEISUREPLANET HOLDINGS, LTD. ------------------------------------------------------------------ (Name of Registrant as Specified in Charter) has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized. Date September 27, 1999 By: /s/ Clive Kabatznik ---------------------------------------- Clive Kabatznik, President, Vice Chairman, Chief Executive Officer, Chief Financial Officer, Director and Controller ATTACHMENT A PART III - NARRATIVE The Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1999 could not be filed within the prescribed time period since the Registrant has not finalized all of its accounting matters in connection with the discontinuance of the non-core segments of its business. As a result, the financial statements of the Registrant for the fiscal year ended June 30, 1999 and the notes thereto, have not yet been completed. ATTACHMENT B PART IV - OTHER INFORMATION The Registrant anticipates reporting that the results of operations for the fiscal year ended June 30, 1999 have substantially changed as compared with the results of operations for the fiscal year ended June 30, 1998. Revenue for the year ended June 30, 1999 is anticipated to be approximately $85.1 million and net loss for the fiscal year ended June 30, 1999 is anticipated to be approximately ($18.7) million.