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SEC FILE NUMBER
000-19726
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CUSIP NUMBER
13200n 100
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One): [X]Form 10-K [ ]Form 11-K [ ]Form 20-F [ ]Form 10-Q [ ]Form N-SAR
For Period Ended: JUNE 30, 1999
[ ] 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:
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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
CAMBIO, INC.
Former Name if Applicable
MEADOWBROOK REHABILITATION GROUP INC.
Address of Principal Executive Office (Street and Number)
6006 NORTH MESA, SUITE 515
City, State and Zip Code
EL PASO, TX 79912
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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)
(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-KSB, 20-F, 11-K or Form N-SAR, or portion thereof will be
[X] 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
The registrant's report on Form 10-KSB for the fiscal year ended June 30, 1999
cannot be filed within the prescribed period without unreasonable effort or
expense because the registrant and its certified public accountants have
experienced delays in finalizing financial information. The Registrant moved
the finance and accounting functions of its wholly owned subsidiary from
Bellevue, Washington to Emeryville, California in October of 1998 shortly after
the acquisition of the subsidiary in September of 1998. Additionally, in
February of 1999 the finance and accounting functions of both the Registrant
and its subsidiary were moved to El Paso, Texas from Emeryville, California.
These moves in addition to a complete turnover of employees of the Registrant's
finance and accounting department have resulted in delays that were unavoidable
with respect to the year end audit and preparation of the Registrant's 10K.
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
K. Crandal McDougall
(915) 581-5828 ext. 236
(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 [X] 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 [X] No
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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.
Due to the change in the Registrant's business as a result of its exit from
the health care business and entry into the software business, the results
of operations are significantly different for the fiscal year ended June
30, 1999 as compared to the fiscal year ended June 30, 1998. For the year
ended June 30, 1999 the Registrant expects that it will be reporting a loss
of $9.3 million on operations of its software business, as compared to a
loss of $2.8 million in fiscal 1998 associated with its exit from the
health care business. Revenues from the Registrant's software business for
the year ended June 30, 1999 are expected to be $0.851 million. The
Registrant had no revenues from operations in fiscal year 1998. These
amounts are subject to change as determined by the Registrant's fiscal year
1999 audit.
CAMBIO, INC.
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: September 28, 1999 By: /s/ K. Crandal McDougall
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Name: K. Crandal McDougall
Title: Vice President of Finance
and CFO