SEC FILE NUMBER: 0-27803
CUSIP NUMBER: 223575101
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q
[ ] Form N-SAR
For Period Ended: September 30, 1998 [ ] 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 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.
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
Covol Technologies, Inc.
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Full Name of Registrant
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Former Name if Applicable
3280 North Frontage Road
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Address of Principal Executive Office (Street and Number)
Lehi, Utah 84043
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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;
[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.
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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 within
the prescribed time period. (Attach Extra Sheets If Needed)
The extension is needed due to comments received on December 22, 1998
by the Registrant on its Form S-3 filed with the Commission. Such
comments may affect the Form 10-K and the Registrant is analyzing them
to determine whether they need to be incorporated into the Form 10-K
filing.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Asael T. Sorensen (801) 768-4481
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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). [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.
Fiscal 1998 Results
Total revenues for the fiscal year ended September 30, 1998 were
$12,699,000 resulting in a net loss of $3,986,000 or $.43 per share, compared to
revenues of $251,000 and a net loss of $10,995,000 or $1.38 per share for fiscal
1997. The decrease in the net loss was primarily a result of significantly
higher revenues during fiscal 1998.
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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(thousands of dollars, except per share data)
Year Ended Sept. 30,
Revenues: 1998 1997
License fees $ 7,942 $ --
Other 4,757 251
Total revenues 12,699 251
Operating costs and expenses:
Cost of briquetting operations 9,295 4,803
Other 6,015 6,302
Total operating expenses 15,310 11,105
Operating loss (2,611) (10,854)
Other income (expense) 79 (27)
Interest income (expense), net (1,846) (1,359)
Minority interest in net loss 392 1,245
Net loss $ (3,986) $(10,995)
Loss per share $ (.43) $ (1.38)
Weighted average shares 9,969 8,080
outstanding
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CONDENSED CONSOLIDATED BALANCE SHEETS
(thousands of dollars)
September 30,
Assets 1998 1997
Current assets:
Cash and cash equivalents $ 727 $ 4,780
Receivables, net 3,891 1,099
Inventories and advances
on inventories 4,167 2,906
Facilities held for sale 28,405 8,155
Other current assets 911 328
Total current assets 38,101 17,268
Property, plant and
equipment, net 14,902 5,464
Other assets, net 14,906 4,138
Total assets $67,909 $26,870
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable $ 3,036 $ 3,013
Other current liabilities 4,467 4,048
Current portion of long-term debt 22,049 5,247
Total current liabilities 29,552 12,308
Long-term debt and other liabilities 16,279 5,467
Minority interest 507 3,166
Stockholders' equity: 1 1
Convertible preferred stock
Common stock 11 10
Capital in excess of par value 69,284 50,203
Accumulated deficit (36,177) (32,191)
Deferred compensation from
stock options (3,775) (4,683)
Related party receivables
collateralized by common stock (7,773) (7,411)
Total equity 21,571 5,929
Total liabilities and
stockholders' equity $67,909 $26,870
<PAGE>
Covol Technologies, 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: December 29, 1998 By: /s/ Steven G. Stewart
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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).
