UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One) [ ]Form 10-K [ ]Form 20-F [ ]Form 11-K [X]Form 10-Q [ ]Form N-SAR
For Period Ended: September 30, 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: _____________
Read attached instruction sheet before preparing form. Please print or type.
Nothing in the 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
Ridgewood Hotels, Inc.
Full Name of Registrant
Former Name if Applicable:
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100 Rue Charlemagne
Address of Principal Executive Office (STREET AND NUMBER)
Braselton, Georgia 30517
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)
[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, Form 20-F, 11-K, Form N-SAR, or portion thereof, will be
filed on or before the fifteenth calendar day following the
prescribed due date; or the subject quarterly report of 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 the Form 10-K, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed with the
prescribed time period. (Attach extra sheets if needed.)
The Registrant could not prepare and file, by the filing deadline, without
unreasonable effort or expense, its Quarterly Report on Form 10-Q for the three
months ended September 30, 2002 due to the time and attention required of the
Registrant's management to complete the registrant's Form 10-K and 10-Q filings
for the periods ended March 31, 2002 and June 30, 2002, which filings were
delayed because of the Registrant's change in independent accountants. On June
19, 2002, the Registrant filed a Current Report on Form 8-K reporting under Item
4 of such report that, on June 12, 2002, the Registrant determined it would no
longer engage Arthur Andersen LLP as the Registrant's independent public
accountant and engaged Deloitte & Touche LLP as the Registrant's new independent
accountants. The Registrant has filed its 10-K report for the period ending
March 31, 2002 and is in the process of finalizing its 10-Q reports for the
periods ending June 30, 2002 and September 30, 2002. Therefore, the Registrant
seeks relief pursuant to Rule 12b-25(b).
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Henk H. Evers 678 425-0900
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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 reports been filed? If answer is
no identify report(s).
[ ] Yes [X] No
2
The Company has not filed its Quarterly Report on Form 10-Q for the
quarter ended June 30, 2002.
(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.
3
SIGNATURE
Ridgewood Hotels, Inc. has caused this notification to be signed on its
behalf by the undersigned hereunto duly authorized.
Date: November 15, 2002
By: /s/ Henk H. Evers
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Henk H. Evers
President