SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Commission File Number 0-21150
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, 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:
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: Directrix, Inc.
Former name if applicable:
Address of principal executive office: 236 West 26th Street - Suite 12W
New York, New York 10001
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 appropriate box.)
[ ] (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, 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
[ ] (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.
Registrant anticipates the resolution of an outstanding issue reported as a
subsequent event within the next few days. If this issue is resolved, it will
affect the financial statements and the notes thereto. As a consequence,
registrant is unable, with reasonable effort or expense, to file its Form 10-QSB
on a timely basis.
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PART IV. OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Donald J. McDonald, Jr. (212) 741-6511
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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.
Directrix, 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: 11/14/00 By: /s/ Donald J. McDonald, Jr.
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Donald J. McDonald, Jr., President, Director,
Chief Financial Officer and Principal Accounting
Officer
STATEMENT TO FORM 12B-25
For the six and three months ended September 30, 2000, Directrix
reported a net loss of approximately $5.0 million and $2.9 million,
respectively, as compared to a net loss of $2.3 million and $1.5 million for the
corresponding periods in 1999. The increase in net loss for the six and three
months ended September 30, 2000 was primarily attributable to a decrease in
revenue from Emerald Media, Inc. ("EMI") of $2.0 million and $1.2 million for
the same periods in 1999. Also contributing to the increase in net loss for the
six months ended September 30, 2000 was the inclusion of a gain on the sale of
Playboy stock of approximately $0.5 million in the net loss for the six
months ended September 30, 1999.
Total revenue for the six and three months ended September 30, 2000
decreased by $2.0 million and $1.3 million as compare to the same periods in
1999. The decrease in revenue was primarily attributable to a decrease in
revenue associated with the recording of EMI revenue based on cash receipts for
the six and three months ended September 30, 2000 as compared to recording EMI
revenue based on contractual amounts for the same periods in 1999.
