UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
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SEC File Number
33-22169 C
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CUSIP Number
852600 10 3
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(Check One): [_] Form 10-KSB [_] Form 11-K [_] Form 20-F
[X] Form 10-QSB [_] Form N-SAR
For Period Ended: March 31, 2002
[_] 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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Read Instruction (on back page) 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.
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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
STRANDTEK INTERNATIONAL, INC.
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Full Name of Registrant
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Former Name if Applicable
455 NORTH INDIAN ROCKS ROAD
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Address of Principal Executive Office (Street and Number)
BELLEAIR BLUFFS, FLORIDA 33770
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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 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, Form 20-F, Form 11-K, or Form N-SAR, or
[X] 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-QSB, 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 Forms 10-KSB, 20-F, 11-K,
10-QSB, N-SAR or the transition report or portion thereof, could not be filed
within the prescribed time period. (Attach Extra Sheets if Needed.)
StrandTek International, Inc. (the "Company") is not able to timely file its
Form 10-QSB for the quarter ended March 31, 2002 without unreasonable effort or
expense for the reason described in this paragraph. The Board of Directors of
the Company has determined to replace its former accountants with a new firm of
accountants. The reason for this action has nothing to do with any financial
statement report of the former accountants, or any disagreement or event (there
were none) that would be required to be disclosed pursuant to Item 304(a)(1)(iv)
of Regulation S-B in the Company's Current Report on Form 8-K regarding this
event. The Company will accordingly require a few extra days for the completion
of the subject Form 10-QSB and its filing with the Securities and Exchange
Commission.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
WILLIAM G. BUCKLES, JR. 727 585-6333
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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
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.
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Net sales increased $809,087 (49%) for the second 2002 fiscal quarter, from
$1,663,321 for the same quarter last year to $2,472,408. The 2002 six-month
period showed a 77% increase in net sales over the comparable period in 2001.
Gross loss decreased about $30,000 between comparable quarters, and about
$34,000 between six-month periods. Cost of sales as a percentage of net sales
improved to 138% from 159% for the second quarter of 2001, and from 138% for
the first 2002 six-months versus 169% for the comparable 2001 period. The cost
of sales in the second 2002 quarter as a percentage of net sales was the same as
the first quarter of fiscal 2002, but is expected to improve over time as
production inefficiencies are corrected, the phase-in of the in-house die
cutting process is completed and other measures are effected. Net loss
decreased by $154,301 between comparative quarters, to approximately $3,655,740
in the 2002 quarter, and from $7,961,948 to $7,462,792 between comparative six
month periods. The fiscal 2002 periods as against the comparable 2001 periods
also showed (quarterly comparisons outside of parenthesis, and six month
comparisons within parenthesis): general and administrative expenses down 18%
(up 11%), selling expenses down 2% (down 16%), and research and development down
6% (down 50%), depreciation and amortization up 67% (up 81%), and interest
expenses down .4% (up 14%).
STRANDTEK 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
thereunto duly authorized.
Date MAY 15, 2002 By: /s/ WILLIAM G. BUCKLES, JR.
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William G. Buckles, Jr. Vice President and
Chief Financial Officer
INSTRUCTION: This 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).
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, DC 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 public record in the Commission files.
3. A manually signed copy of the form and amendments thereto shall be filed
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 amendment 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 ((S)232.201 or (S)232.202 of this chapter) or apply for an
adjustment in filing date pursuant to Rule 13(b) of Regulation S-T ((S)232.13(b)
of this chapter).
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