SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
Commission File Number: 000-23291
---------
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 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:
-------------------------
- --------------------------------------------------------------------------------
PART I
REGISTRANT INFORMATION
Full name of registrant DigiTEC 2000, Inc.
-------------------------------------------------------
Former name if applicable
n/a
- --------------------------------------------------------------------------------
Address of principal executive office (Street and number)
8 West 38th Street
- --------------------------------------------------------------------------------
City, state and zip code New York, New York 10018
------------------------------------------------------
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 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-K, 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
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.)
Registrant suffered the loss of its Vice President-Finance during the
fourth quarter of 1999 and the Company's former Chief Accounting Officer assumed
responsibilities for certain of the Company's sales operations. To date, the
Company has not be able to hire a Chief Financial Officer and remains
understaffed in its financial positions. In addition, the Company continues to
encounter delays in installing its new computer system, creating the need for
additional procedures to complete the requisite information to complete the
filing. For the foregoing reasons, the Company could not complete the filing
within the prescribed time frame without unreasonable effort and expense.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Frank C. Magliato 212.782.1594
- --------------------------------------------------------------------------------
(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
The Registrant's sales decreased from approximately $35.0 million for the
twelve month period ended June 30, 1998 to approximately $10.4 million for the
twelve month period ended June 30, 1999, and the Company incurred a loss of
approximately $10.0 million for the period ended June 30, 1999 as compared to a
loss of approximately $12.0 million for the period ended June 30, 1998. See
Attachment for an explanation of the anticipated change.
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.
Digitec 2000, 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 September 27, 1999 By /s/ Frank C. Magliato
-----------------------------
Name: Frank C. Magliato
Title: President
ATTACHMENT
FORM 12b-25
The decrease in the Company's sales is due primarily to the Company's inability
to market its new pre-paid telephone cards as rapidly as planned, due to
liquidity issues which precluded the Company from purchasing transmission
services at competitive costs as quickly as planned.
The loss of approximately $10.0 million incurred by the Company for the year
ended June 30, 1999 as compared to a loss of approximately $12.0 million for the
year ended June 30, 1998 is due primarily to continued difficulty in marketing
the Company's new pre-paid telephone cards. Selling, general and administrative
decreased from approximately $9.5 million for the year ended June 30, 1998 to
approximately $6.0 million for the year ended June 30, 1999.
Although selling, general and administrative expenses decreased substantially as
compared to the year ended June 30, 1998, the Company's sales continue to not to
reach prior levels.