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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
Commission File Number 1-13704
NOTIFICATION OF LATE FILING
(Check One): / / Form 10-KSB / / Form 11-K / / Form 20-K /X/ Form 10-Q
/ / Form N-SAR
For Period Ended:
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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 Period Ended: December 31, 2000
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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 Prologic Management Systems, Inc.
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Former name if applicable
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Address of principal executive office (Street and number)
3708 E. Columbia Street, Suite 110
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City, state and zip code Tucson, Arizona 85714
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PART II
RULE 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-K, 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
/X/ (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
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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 time period. (Attach extra sheets if needed.)
Subsequent to December 31, 2000, the Company reached an agreement with
Sunburst Acquisitions IV, Inc., in full settlement of all claims under the Stock
Purchase and Merger Agreement between the two companies. The settlement will
reduce Prologic's total outstanding common stock from nearly 8.5 million shares
to approximately 6 million shares. However, the exact number of outstanding
shares will not be known until the agreement is consummated on February 16,
2001. The Company believes that the result of this settlement agreement is
material and should be included in its quarterly report on Form 10-QSB.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Richard E. Metz (520) 747-4100
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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).
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?
Yes /X/ 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.
PROLOGIC MANAGEMENT SYSTEMS, INC.
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(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date February 12, 2001 By /s/ Richard E. Metz, President
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ATTACHMENT TO PART IV OTHER INFORMATION
As a result of an industry-wide economic downturn, the three (3) month period
ended December 31, 2000 will reflect a significant decrease in sales and an
operating loss. The Company estimates revenue for the quarter was approximately
$6,200,000, compared to $8,800,000 for the period ended December 31, 1999, and
an associated operating loss of approximately $900,000, compared to $74,000 for
the same period of the prior fiscal year.
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