SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 12b-25
Commission File Number 0-22735
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NOTIFICATION OF LATE FILING
(Check One):
|_| Form 10-K |_| Form 11-K |_| Form 20-F |_| Form 10-Q |_| Form N-SAR
|X| Form 10KSB
For Period Ended: May 31, 2000
[ ] 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:
---------------------------------
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
ROBOCOM SYSTEMS INTERNATIONAL INC.
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Full Name of Registrant
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Former Name if Applicable
511 Ocean Avenue
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Address of Principal Executive Office (Street and Number)
Massapequa, New York 11758
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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 12b-25(b), the
following should be completed. (Check appropriate box.) |_| Yes |_| No
|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 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.
As a result of the foregoing, the Company's Annual Report on Form
10-KSB for the year ended May 31, 2000, was not timely filed.
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 or portion thereof, could not be filed within
the prescribed time period.
The preparation of our Annual Report on Form 10-KSB for the fiscal
year ended May 31, 2000, was delayed due to a delay in the year-end
closing process, which was caused by a significant change in management
resulting from the resignation of the Chief Executive Officer of the
Company, David Dinin, effective August 16, 2000.
As a result of the foregoing, our Annual Report on Form 10-KSB for
the year ended May 31, 2000, will be completed and filed on or before
September 13, 2000.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Eric M. Hellige (212) 421-4100
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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 answer is no,
identify report(s). |X| Yes |_| No
(3) Is it anticipated that any significant change in results of operation for
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.
Annexed hereto is a copy of a press release issued by the Registrant on
August 28, 2000, which sets forth the Registrant's preliminary results of
operations for the year ended May 31, 2000.
ROBOCOM SYSTEMS INTERNATIONAL 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 hereunto duly authorized.
Date August 28, 2000 By /s/ Elizabeth A. Burke
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Name: Elizabeth A. Burke
Title: Chief Financial Officer
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. 1001)
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[LOGO] ROBOCOM
SYSTEMS INTERNATIONAL
NASDAQ: RIMS
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Contact: Gary Fishman, 212-889-1727 x110, or Juda Engelmayer, 212-889-1727 x106
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Robocom Reports Improvements in 4Q00
Performance
MASSAPEQUA, N.Y., August 28, 2000 -- Robocom Systems International Inc. (NASDAQ:
RIMS) reported higher revenues and a smaller net loss before non-cash software
amortization for the fourth quarter ended May 31, 2000. Revenues increased 15%
to $2.2 million compared to $1.9 million in the year ago quarter while net loss
before software amortization declined 20% to ($110,000) compared to ($138,000).
Net loss after software amortization was ($495,895) or ($0.11) per share
compared to ($431,328) or ($0.12) per share in the year ago quarter.
"The improved performance reflects expanded sales and marketing of the Company's
RIMS warehouse management software (WMS) and related hardware sales, which
produced an 18% increase in gross margin before software amortization," said
Robocom Chairman Irwin Balaban, who also is serving as Interim President and CEO
following the recent departure of David Dinin. Mr. Balaban said the increase in
software amortization reflected the release of new Internet enabled versions of
the Company's RIMS WMS, while selling, general, and administrative expenses
continued to be in line with the Company's projections of roughly $1 million per
quarter.
With versions 4.0 and 4.2 of RIMS, authorized users and supply chain partners
can monitor and manage their warehouses and access order and shipment status in
real time over the Internet, using standard web browsers, on either a corporate
Intranet or the Internet, without the need for additional software.
"Looking ahead, we expect our efforts will continue to pay off," said Mr.
Balaban. "Subsequent to the quarter, we signed several new contracts and
released RIMS 4.3, which adds powerful new wireless capabilities and other
features important to supply chain execution."
For the year ended May 31, 2000, revenues were $6.8 million compared to $7.5
million in Fiscal 1999 with a net loss of ($2.9 million) or ($0.73) per share
compared to a net loss of ($1.5 million) or ($0.43) per share. In light of the
recent change in CEO, Robocom will seek a short extension for filing its Form
10KSB with the SEC. "We need a little more time to update the document," Mr.
Balaban explained.
Commenting on the year, Mr. Balaban said, "Our growing sales and marketing
efforts resulted in several new contracts with customers such as the
Pennsylvania Liquor Control Board, GE Lighting Systems, and Boots Contract
Manufacturing, a unit of The Boots Company PLC."
He said Robocom began building the foundation for further expansion into the
market for Internet e-commerce technology. "RIMS WMS became available on the Red
Hat Linux/Open Source platform, the dominant operating system in the web and
file server market," he said. "In addition, Robocom and Integrated Systems &
Services Group, a strategic alliance partner with QAD Inc. and a developer of
e-commerce solutions, agreed to give ISS portal users access to critical
warehouse and inventory data over the Internet using RIMS."
He also explained Robocom continued to grow its distribution network. "We signed
a value-added partner agreement with Origin International to implement RIMS
worldwide and we became a participant in Symbol Technologies Manufacturing
Business Partner Program," he said.
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Robocom Systems International (www.robocom.com) develops, markets and supports
advanced warehouse management systems (WMS) software that enables a company to
realize vital cost savings by automating warehouse operations. Robocom's primary
product, RIMS.2001, gives customers the capability to execute all functions and
operations within the warehouse required to compete within fast changing supply
chains.
-- FINANCIALS ATTACHED --
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ROBOCOM SYSTEMS INTERNATIONAL INC.
CONDENSED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
Quarter Ended Year Ended
May 31, May 31,
2000 1999 2000 1999
---- ---- ---- ----
Revenues $ 2,232 $ 1,948 $ 6,763 $ 7,545
Cost of revenues 1,361 1,209 4,556 $ 4,908
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Gross margin before amortization 871 739 2,207 2,637
Software amortization 386 293 1,477 1,085
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Gross margin 485 446 730 1,552
Selling, general & administrative expenses 936 892 3,616 3,799
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Operating income (451) (446) (2,886) (2,247)
Interest (income) expense, net (13) (15) (46) (85)
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Loss before income taxes (438) (431) (2,840) (2,162)
Provision (benefit) for income taxes 58 -- 57 (678)
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Net loss $ (496) $ (431) $(2,897) $(1,484)
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Net loss per share (basic and diluted) $ (0.11) $ (0.12) $ (0.73) $ (0.43)
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Weighted average shares outstanding
4,496 3,468 3,966 3,468
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Forward Looking Statements: This news release contains forward-looking
statements that involve risks and uncertainties. The Company's actual results
may differ materially from the results discussed in the forward-looking
statements. Factors that might cause such a difference include, among others,
general economic and business conditions; industry trends; changes in demand for
the Company's product; the timing of orders received from customers;
announcements or changes in pricing policies by the Company or its competitors;
unanticipated delays in the development, market acceptance or installation of
the Company's products; availability of management; and availability, terms and
deployment of capital.
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-- END --
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