UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25 SEC File Number
000-21909
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NOTIFICATION OF LATE FILING
CUSIP Number
724251 10 3
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(Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K
[ ] Form 10-Q [ ] Form N-SAR
For Period Ended: December 31, 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-Q
[ ] Transition Report on Form N-SAR
Form the Transition Period Ended:
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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:
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PART I - REGISTRANT INFORMATION
Piranha Interactive Publishing, Inc.
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Full Name of Registrant
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Former Name if Applicable
1839 West Drake, Suite B
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Address of Principal Executive Office (Street and Number)
Tempe, Arizona 85283
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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).
[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, Form 20-F, Form 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 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
[X] (c) The accountant's statement or other exhibit required by Rule 12b-25(c)
has been attached if applicable.
<PAGE>
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.
See attached Explanation.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Nina Lopez Gordian, Esq. (212) 872-9881
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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.
See attached Explanation.
PIRANHA INTERACTIVE PUBLISHING, 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
thereunto duly authorized.
Date: March 31, 1999 By /s/ Keith P. Higginson, Chief Financial Officer
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2
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EXPLANATIONS
ANSWER TO PART III
The Registrant is unable to file its Annual Report on Form 10-KSB for the year
ended December 31, 1998 without unreasonable effort or expense because its
independent accountants are unable to complete their audit of the registrant's
financial statements. The registrant's accountants are currently waiting for
informational verifications from third parties which are essential for them to
complete their audit procedures.
ANSWER TO PART IV (3)
The company anticipates that net revenues for the year December 31, 1998 may
reach $3.3 million, subject to any final audit adjustments incorporated into the
financial statements. This compares to only approximately $125,000 for the year
ending December 31, 1997. This rise in net revenues is due primarily to the
launch of seven new software products in 1998. As a result of this rise in net
revenues, subject to any final audit adjustments, the Company expects to reduce
its net loss in 1998 by as much as $500,000 from a 1997 net loss of
approximately $2.4 million.
<PAGE>
INDEPENDENT ACCOUNTANTS' STATEMENT
Piranha Interactive Publishing
1839 West Drake, Suite B
Tempe, Arizona 85283
Ladies and Gentlemen:
Pursuant to Rule 12b-25 of the General Rules and Regulations under the
Securities Exchange Act of 1934, we inform you that we have been furnished a
copy of Form 12b-25 to be filed by Piranha Interactive Publishing on or about
April 1, 1999, which contains notification of the registrant's inability to file
its Form 10-KSB by March 31, 1999. We have read the Company's statements
contained in Part III therein and we agree with the stated reasons as to why we
have been unable to complete our audit and report on the financial statements
for the year ended December 31, 1998, to be included in Form 10-KSB.
Very truly yours,
/s/ PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
Phoenix, Arizona
April 1, 1999
