U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number: 0-17250
(Check One):
[ X ] Form 10-K [ ]Form 20-F [ ]Form 11-K [ ]Form 10-Q [ ]Form N-SAR
For Period Ended: July 31, 1996
[ ] 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: Not Applicable
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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: Not Applicable
Part I--Registrant Information
Full Name of Registrant: Accelr8 Technology Corporation
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Former Name if Applicable: Hydro Seek, Inc.
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Address of Principal Executive Office:
303 E. 17th Avenue #108
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Denver, Colorado 80203
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Part II--Rule 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)
[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, 20-F, 11-K or 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 or 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 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 period.
The Registrant is unable to file its Annual Report on Form 10-K for the
fiscal year ended July 31, 1996, within the prescribed period because the
Registrant's counsel has been fully occupied with work relating to the
Registrant's Registration Statement filed with the Commission on Form SB-2 (SEC
File No. 333 12393). Counsel has advised that Amendment No. 1 will be filed with
the SEC on October 30, 1996, and that the Registrant's Form 10-K will be
completed as soon as practicable thereafter. A copy of the letter from Schlueter
& Associates, P.C. is attached hereto as Exhibit 1, and incorporated herein by
this reference.
<PAGE>
Part IV--Other Information
(1) Name and telephone number of person to contact in regard to this
notification
Thomas V. Geimer (303) 863-8088
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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 report(s) been filed? If the 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.
The Registrant's total revenues were $2,097,011, an increase of $714,475 or
51.68%, as compared to the year ended July 31, 1995. Operating Income for the
year ended July 31, 1996 was $1,113,938, an increase of $743,900, or 201.03%, as
compared to the year ended July 31, 1995. Net income for the year ended July 31,
1996, was $1,192,780, an increase of $810,386, or 211.92%, as compared to the
year ended July 31, 1995. A copy of the Registrant's Statements of Operations
for the fiscal years ended July 31, 1996, 1995, and 1994, is attached hereto as
Exhibit 2, and incorporated herein by reference.
ACCELR8 TECHNOLOGY CORPORATION
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(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: October 30, 1996 By: /S/ THOMAS V. GEIMER
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Thomas V. Geimer
Chairman of the Board of Directors
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.
-2-
SCHLUETER & ASSOCIATES, P.C.
1050 Seventeenth Street, Suite 1700
Denver, Colorado 80265
(303) 292-3883
Facsimile (303) 296-8880
October 29, 1996
Thomas V. Geimer
Chairman of the Board
Accelr8 Technology Corporation
303 E. 17th Avenue, #108
Denver, CO 80203
Re: Completion of the Company's Form 10-K
Dear Mr. Geimer:
This letter will confirm our prior discussion, in which I advised you that
our firm has been fully occupied with work relating to the Company's
Registration Statement on Form SB-2 (SEC filed number 333-12393), and will be
unable to complete the work on the Company's Form 10-K in time for the Company
to make a timely filing with the Securities and Exchange Commission ("SEC"). As
you are aware, we will be filing Amendment No. 1 to the Company's Form SB-2 with
the SEC on October 30, 1996. We will begin work on the Company's Form 10-K
immediately following the filing of Amendment No. 1 with the SEC, and will
complete the Form 10-K as soon thereafter as practicable. You are hereby
authorized to provide a copy of this letter to the SEC in connection with the
Notification of Late Filing being filed with the SEC on Form 12b-25.
If you have any questions or concerns, please do not hesitate to contact
me.
Sincerely,
SCHLUETER & ASSOCIATES, P.C.
Henry F. Schlueter
HFS/emd
<TABLE>
<CAPTION>
ACCELR8 TECHNOLOGY CORPORATION
STATEMENTS OF OPERATIONS
YEARS ENDED JULY 31,1996, 1995 AND 1994
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1996 1995 1994
<S> <C> <C> <C>
REVENUES (Note 4):
Consulting fees $ 1,074,744 $ 294,130 $ 41,150
Product license and customer
support fees 683,997 750,584 415,007
Resale of purchased software 338,270 337,822 149,693
Other (Note 5) 83,035
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Total revenues 2,097,011 1,382,536 688,885
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COSTS AND EXPENSES:
Cost of services 311,534 147,743 133,635
Cost of software purchased for resale 117,737 101,266 70,084
General and administrative 195,802 264,365 302,663
Marketing and advertising 324,962 369,165 298,760
Research and development 33,038 129,959 152,245
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Total expenses 983,073 1,012,498 957,387
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INCOME (LOSS) FROM OPERATIONS 1,113,938 370,038 (268,502)
INTEREST INCOME 43,342 12,356 6,752
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INCOME (LOSS) BEFORE INCOME
TAXES 1,157,280 382,394 (261,750)
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INCOME TAX (PROVISION) BENEFIT
(Note 6):
Current (18,000)
Deferred 53,500
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Total benefit 35,500
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NET INCOME (LOSS) $ 1,192,780 $ 382,394 $(261,750)
=========== ========= =========
WEIGHTED AVERAGE SHARES
OUTSTANDING 26,935,508 26,364,000 21,970,000
========== ========== ==========
NET INCOME (LOSS) PER SHARE $ 0.04 $ 0.01 $ (0.01)
=========== ========= =========
</TABLE>
See notes to financial statements.
F-3
