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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One): [ ] Form 10-K [ ] Form 11-K [ ] Form 20-F
[X] Form 10-Q [ ] Form N-SAR
For Period Ended: September 30, 1999
[ ] Transition Report on Form 10-K [ ] Transition Report on Form 10-Q
[ ] Transition Report on For 2-F [ ] Transition Report on Form N-SAR
[ ] Transition Report on Form 11-K
For the Transition Period Ended:
Read attached instruction sheet 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
Full name of registrant: Medical Device Alliance Inc.
Former name if applicable: N/A
Address of principal executive office (Street and number): 5851 West Charleston
City, state and zip code: Las Vegas, Nevada 89146
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;
[ ] (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 15th 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
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MEDICAL DEVICE ALLIANE INC - NT 10-Q - NOTIFICATION OF LATE FILING
DATE FILED 11__/1999
[ ] (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, 11-K, 20-F, 10-Q,
N-SAR or the transition report portion thereof could not be filed within the
prescribed time period. (Attach extra sheets if needed.)
As previously reported on Form 8-K, the District Court of Clark County,
Nevada (the "COURT") appointed George C. Swarts as receiver (the "RECEIVER")
over all of the day-to-day administration and management of the Company and
its assets. In connection with its duties as Receiver, and after obtaining
approval of the Court, on October 13, 1999 the Receiver terminated its
engagement with the former accountant to the Company, Farber & Hass, LLP, and
on October 26, 1999, the Company engaged BDO Seidman, LLP ("BDO SEIDMAN")as
its new outside auditor. Due to the Company's failure to pay the former
auditors, as well as ongoing complications related to the Receivership and
the on-going diligence investigation being conducted by the Receiver, the
Company has not been able to complete the preparation of its financial
statements for the year ended December 31, 1998, and for the interim periods
ended March 31, June 30, and September 30, 1999 or to complete the audit of
its year end 1998 financial statements. While the Company has now paid the
former auditors and has engaged new auditors, until it can complete the
preparation and audit of its financial statements, the Company will continue
to be unable to file its Form 10-KSB and Form 10-QSBs for such respective
periods, and will therefore remain in non-compliance with its reporting
obligations under the Exchange Act. The Company intends to work diligently
with its new auditors to finalize its financial statements and complete the
year end audit as soon as reasonably practicable, however, given its current
financial and other constraints, combined with the inability to predict the
results of the Receiver's on-going diligence investigation, the Company is
unable at this time to determine with any degree of certainty when it expects
to be in full compliance with its reporting obligations under the Exchange
Act.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to
this notification
George C. Swarts (702) 870-8663
(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).
[ ] Yes [X] No
Form 10-KSB for the year ended December 31, 1998 and Form 10-QSBs
for the quarters ended March 31, and June 30, 1999 (see Part III).
(3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal year
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MEDICAL DEVICE ALLIANE INC - NT 10-Q - NOTIFICATION OF LATE FILING
DATE FILED 11__/1999
will be reflected by the earnings statements to be included in
the subject report or portion thereof?
[ ] Yes [X] 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.
MEDICAL DEVICE ALLIANCE INC.
(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf
by the undersigned thereunto duly authorized.
Date: November 15, 1999 By /s/ George C. Swarts
