UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
(Check One): Form 10-K[X] Form 20-F[ ] Form 11-K[ ] Form 10-QSB[ ] Form N-SAR[ ]
For Period Ended: June 30, 2000
---------------------
[ ] 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:
-------------------------------------
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
Leisureplanet Holdings, Ltd.
--------------------------------------------------------------------------------
Full Name of Registrant
First South Africa Corp., Ltd.
--------------------------------------------------------------------------------
Former Name if Applicable
Clarendon House, Church Street
--------------------------------------------------------------------------------
Address of Principal Executive Office (Street and Number)
Hamilton HM CX, Bermuda
--------------------------------------------------------------------------------
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-K, Form 20-F, 11-K or Form N-SAR, or portion thereof,
[X] 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
12-b-25(c) has been attached if applicable.
PART III -- NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
SEE ATTACHMENT A
<PAGE>
PART IV -- OTHER INFORMATION
1. Name and telephone number of person to contact in regard to this notification
Clive Kabatznik 561 479-0040
------------------------ --------------------- ---------------------
(Name) (Area Code) (Telephone Number)
<TABLE>
<CAPTION>
<S> <C>
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 Yes No
the preceding 12 months or for such shorter period that ---------------
the registrant was required to file such report(s) been ---------------
filed? Yes No If answer is no, identify report(s) X
---------------
3. Is it anticipated that any significant change in results
of operations from the corresponding period for the last Yes No
fiscal year will be reflected by the earnings statements ---------------
to be included in the subject report or portion thereof? ---------------
X
---------------
</TABLE>
If so, attach an explanation of the anticipated change, both narratively and
quantitatively, and, if appropriate, state the reasons why a reasonable estimate
of results cannot be made.
SEE ATTACHMENT B
--------------------------------------------------------------------------------
LEISUREPLANET HOLDINGS, LTD.
----------------------------
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
By: /s/ Clive Kabatznik
--------------------------------
Date September 28, 2000
------------------ Clive Kabatznik, President, Vice
Chairman, Chief Executive Officer,
Chief Financial Officer, Director
and Controller
<PAGE>
ATTACHMENT A
PART III - NARRATIVE
The Registrant's Annual Report on Form 10-K for the fiscal year ended June 30,
2000 could not be filed within the prescribed time period since the Registrant
has not finalized all of its accounting matters in connection with the
discontinuance of its Internet travel services subsidiary. As a result, the
financial statements of the Registrant for the fiscal year ended June 30, 2000
and the notes thereto, have not yet been completed.
<PAGE>
ATTACHMENT B
PART IV - OTHER INFORMATION
The Registrant anticipates reporting that the results of operations for the
fiscal year ended June 30, 2000 have substantially changed as compared with the
results of operations for the fiscal year ended June 30, 1999. The Company has
discontinued its Internet travel business and has entered into an agreement to
sell certain operating subsidiaries which will be classified as discontinued
operations. As a result, revenue for the year ended June 30, 2000 is anticipated
to be minimal and net loss for the fiscal year ended June 30, 2000 is
anticipated to be approximately $23.5 million.
