U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Commission File Number 33-53250-A
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NOTIFICATION OF LATE FILING
(Check One): [ ] Form 10-K [ ] Form 11-K [ ] Form 20-F [X] Form 10-Q
[ ] Form 10-N-SAR
For Period Ended: March 31, 1998
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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 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: ______________________
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Part I - Registrant Information
Full Name of Registrant: Coventry Industries Corp. (the "Company")
Former Name If Applicable: ____________________________________________________
Address of Principal Executive Office (Street and Number): 7777 Glades Rd #211
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City, State and Zip Code: Boca Raton, FL 33434
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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)
[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, Form 20-F, 11-K or Form N-SAR, or portion thereof will
be filed on or before the 15th 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 Company was unable to assemble the financial information in a
timely manner without unreasonable effort and expense.
Part IV - Other Information
(1) Name and telephone number of person to contact in regard to this
notification
Robert Hausman (561) 488-4802
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(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports 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.
Consolidated revenues for the nine months ended March 31, 1998 increased
$4,180,000 or approximately 116% from the nine months ended March 31, 1997.
This increase is attributable to (i) an increase in revenues generated by the
Company's Manufacturing Division, (ii) revenues for seven months for each of LPS
and Apollo, and (iii) three full quarters of revenues from Federal Supply, Inc.
and Federal Fabrication, Inc. (collectively "Federal") which were acquired by
the Company during the last quarter of fiscal 1997.
Operating expenses increased approximately 366% for the nine months ended March
31, 1998 from the nine months ended March 31, 1997 primarily as a result of
increased selling, general and administrative expenses ("SG&A"). SG&A on a
consolidated basis increased approximately 229% during the nine months ended
March 31, 1998 from the nine months ended March 31, 1997 as a result of the
addition of SG&A expenses attributable to the continued expansion of the
Company, including SG&A associated with the LPS and Apollo acquisitions,
other ongoing growth of the Company's operations and one time costs associated
with the relocation of the Company's principal executive offices from Knoxville,
Tennessee to Boca Raton, Florida. Other operating expenses were non-cash items
including depreciation and amortization and professional fees related to the LPS
and Apollo acquisitions.
The Company reported a net loss of $2,000,000 for the nine months ended
March 31, 1998 as compared to net loss of $395,911 for the nine months ended
March 31, 1997. Approximately $1,100,000 of the net loss is attributable to
non-cash items including depreciation and amortization, costs associated certain
professional fees and with the LPS and Apollo acquisition. The remaining portion
of the net loss is attributable to operating losses at Federal and LPS.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this notification to be signed on its behalf by the
undersigned hereunto duly authorized.
By: /s/ Robert Hausman Date: May 14, 1998
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Robert Hausman,
President