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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC File Number
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CUSIP NUMBER
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(Check one): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q
[ ] Form N-SAR
For Period Ended: March 31, 2001
[ ] Transition Report of Form 10-K
[ ] Transition Report of Form 20-F
[ ] Transition Report of Form 11-K
[ ] Transition Report of Form 10-Q
[ ] Transition Report of Form N-SAR
For the Transition Period Ended:
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Read Instructions 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:
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PART I - REGISTRANT INFORMATION
PetQuarters, Inc.
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Full Name of Registrant
N/A
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Former Name if Applicable
720 East Front Street
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Address of Principal Executive Office (Street and number)
Lonoke, Arkansas 72086
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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 12b25(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;
[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
portions 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, 20-F, 11-K, 10-Q and
Form 10-QSB, N-SAR, or the transition report or portion thereof could not be
filed within the prescribed period.
During the past quarter, the Company has worked to address the speed
with which its internal accounting documents were generated, as well as
significant accounting issues dealing with the impairment of goodwill.
This month, the Company hired a finance manager in its fulfillment
operation. This hiring is expected to assist the Company in generating
financial statements on a more timely basis. In addition, the Company
and its outside accountants agree that the goodwill related to the
Chartendure and WeRPets.com acquisitions had been impaired and
therefore these amounts were expensed.
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PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to
this notification
Gregg Rollins, Chief Financial Officer 501 676-9222
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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 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
As mentioned above, the determination that goodwill
associated with the Chartendure acquisition in May,
2000 and the WeRPets.com acquisition in April, 2000
has been impaired, requires that the previously
reported goodwill amounts be expensed. The expensing
of these amounts will cause the results of
operations for the third fiscal quarter ended March
31, 2001 to be significantly worse than for that
same quarter in 2000.
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Pet Quarters, Inc.
(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: May 15, 2001 By: /s/ Steve Dempsey
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Steve Dempsey
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.
ATTENTION
INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL
VIOLATIONS (SEE 18 U.S.C. 101).
GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 (17 CFR 240, 12b-25) of the General
Rules and Regulations under the Securities Exchange Act of 1934.
2. One signed original and four conformed copies of this form and amendments
thereto must be completed and filed with the Securities and Exchange
Commission, Washington, D.C. 20549, in accordance with Rule 0-3 of the
General Rules and Regulations under the Act. The information contained in
or filed with the Form will be made a matter of the public record in the
Commission files.
3. A manually signed copy of the form and amendments thereto shall be field
with each national securities exchange on which any class of securities of
the registrant is registered.
4. Amendments to the notifications must also be filed on Form 12b-25 but need
not restate information that has been correctly furnished. The form shall
be clearly identified as an amended notification.
5. Electronic Filers. This form shall not be used by electronic filers unable
to timely file a report solely due to electronic difficulties. Filers
unable to submit a report within the time period prescribed due to
difficulties in electronic filing should comply with either Rule 201 or
Rule 202 of Regulation S-T (Section 232.201 or Section 232.202 of this
chapter) or apply for an adjustment in filing date pursuant to Rule 13(b)
of Regulation S-T (Section 232.13(b) of this chapter).