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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC FILE NUMBER 000-21659
CUSIP NUMBER
(Check One):
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[X] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K
[ ] Form 10-Q and Form 10-QSB [ ] Form N-SAR
For Period Ended: June 30, 1998
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[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-QSB
[ ] Transition Report on Form N-SAR
For the Transition Period Ended:
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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: (Not applicable)
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PART I -- REGISTRANT INFORMATION
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Full Name of Registrant EDnet, Inc.
Former Name if Applicable N/A
One Union Street
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Address of Principal Executive Office (Street and Number)
San Francisco, CA 94111
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City, State and Zip Code
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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 Rules 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,
[X} | 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, 20-F, 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 Registrant, Ednet, Inc. (the "Company"), is unable to file its Form
10-KSB within the prescribed time period without unreasonable effort and
expense. At the close of its fiscal year on June 30, 1998, the Company
embarked on an extensive restructuring transaction in which Visual Data
Corporation, a Florida corporation, acquired 8,563,417 shares of the Company's
Common Stock, representing a controlling interest in the company following the
close of the transaction. This restructuring delayed the completion of the
audit of the Company's financial statements for the year ended June 30 until
late September. As a result, the company is unable to file its form 10-KSB by
the proscribed time without incurring the unreasonable expense an expedited
filing would require. The subject Report on form 10-KSB will be filed no later
than the 15th calendar day following its proscribed due date, i.e., by October
13, 1998.
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
<TABLE>
<S> <C> <C>
Tom Kobayashi (415) 274-8800
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(Name) (Area Code) (Telephone Number)
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(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 answer is no, identify report(s).
[X] Yes [ ] No
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(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 of
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.
(3) The Company does anticipate a change in results of operations from
its last fiscal year will be reflected by the financial statements to be
included in its Form 10-KSB. The Company expects these statements to reflect
modest positive net income of approximately $500,000 for the fiscal year last
ended, as compared with a loss in excess of $4,000,000 for the prior fiscal
year.
This change in results of operations is due primarily to the
restructuring transaction, in which Visual Data Corporation acquired a
controlling interest in shares of the Company's common stock in exchange for a
combination of cash, shares of its own common stock, and a secured promissory
note. The Company applied a substantial portion of the proceeds received in
the transaction to retire, on a discounted basis, certain of its outstanding
short-term liabilities. Additionally, the financial statements will reflect
that operating expenses declined substantially in fiscal year 1998, as compared
with fiscal year 1997, due primarily to a significant reduction for non-
recurring expenditures in 1997.
EDnet, 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.
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<S> <C>
Date: 9/25/98 By: /s/ Tom Kobayashi
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Tom Kobayashi, Chief Executive Officer
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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
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Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001)
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