UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
SEC File Number 0-22055
CUSIP Number 87305 U102
(CHECK ONE): | | Form 10-KSB | | Form 20-F | | Form 11-K |X| Form 10-QSB
| | Form 10-D | | Form N-SAR | | Form N-CSR
For Period Ended: March 31, 2007
| | Transition Report on Form 10-KSB
| | Transition Report on Form 20-F
| | Transition Report on Form 11-K
| | Transition Report on Form Form 10-QSB
| | Transition Report on Form N-SAR
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
AMEDIA NETWORKS, INC.
-----------------------
FULL NAME OF REGISTRANT
2 CORBETT WAY
-------------------------------------
ADDRESS OF PRINCIPAL EXECUTIVE OFFICE
EATONTOWN, NEW JERSEY 07724
----------------------------
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
| Forms 10-KSB, 20-F, 11-K, Form N-SAR or Form N-CSR, or portion
|X| | thereof will be filed on or before the fifteenth calendar day
| following the prescribed due date; or the subject quarterly report
| or transition report on Form 10-Q, 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 reason why Forms 10-KSB, 20-F, 11-K,
10-QSB, 10-D, N-SAR, N-CSR or the transition report portion thereof could not be
filed within the prescribed time period.
The registrant's Quarterly Report on Form 10-QSB for the three months ended
March 31, 2007 could not be filed by the prescribed due date because the
registrant had not yet finalized its treatment and disclosure of certain
material events. The registrant is unable to file such report within the
prescribed time period without unreasonable effort or expense. The registrant
anticipates that the subject quarterly report will be filed on or before May 21,
2007.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
JAMES D. GARDNER, CFO (732) 440-1992
- ------------------------------------
(2) Have all other periodic reports required under Section 13 or 15(d) or 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 reason why a reasonable estimate
of the results cannot be made.
For the three months ended March 31, 2006, the registrant recorded $25,379 in
revenues and a net loss applicable to common stockholders of $3,523,309. For the
three months ended March 31, 2007, the registrant currently estimates that it
had revenues of approximately $234,400 and a net loss applicable to common
stockholders of approximately $6,076,617. Results for the 2007 period remain
subject to further adjustment and actual results may differ significantly from
the foregoing estimates.
This increase in net loss for the 2007 period is primarily attributable to
liquidated damages accrued by the registrant in respect of the late filing of a
registration statement and interest expense.
This Notification of Late Filing on Form 12b-25 contains forward-looking
statements, including forward-looking statements relating to the Registrant's
financial results for the fiscal quarter ended March 31, 2007. These statements
are based on management's current expectations and involve a number of risks and
uncertainties, including risks described in our filings with the Securities and
Exchange Commission. The Registrant's actual results may differ materially from
the Registrant's anticipated or expected results and the results in the
forward-looking statements.
- --------------------------------------------------------------------------------
AMEDIA NETWORKS, INC.
---------------------
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: MAY 15, 2007 By: /s/ JAMES D. GARDNER
------------------------
James D. Gardner
Chief Financial Officer