SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Commission File Number 0-26327
NOTIFICATION OF LATE FILING
(Check One): [ ] Form 10-K [ ] Form 10-KSB [ ] Form 11-K [ ] Form 20-F
[ ] Form 10-Q [X] Form 10-QSB [ ] Form N-SAR
For Period Ended: March 31, 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:
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 item(s) to which the notification relates:
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
PART I. REGISTRANT INFORMATION
Full name of registrant SoftQuad Software, Ltd.
--------------------------------------------------------
Former name if applicable The American Sports Machine, Inc.
-------------------------------------------------------
Address of principal executive office (Street and number)
161 Eglinton Avenue, Suite 400
------------------------------
City, State and Zip Code Toronto, Ontario M4P 1J5
------------------------------------------------------
<PAGE>
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.)
[ 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, 10-KSB, 20-F, 11-K or Form N-SAR, or portion
thereof will be filed on or before 15th calendar day following the
prescribed due date; or the subject quarterly report or transition
report on Form 10-Q 10-QSB, 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,
10-KSB, 20-F, 10-Q, 10-QSB, N-SAR or the transition report portion thereof could
not be filed within the prescribed time period. (Attach extra sheets if needed).
On March 2, 2000, Registrant completed a merger which was accounted for
as a reverse takeover transaction. Prior to such merger, Registrant had
not engaged in a trade or business. As a result of the process of
preparing and reviewing the financial information of Registrant after
giving effect to the merger, Registrant is unable to file its Form
10-QSB for the quarter ended March 31, 2000 (the "10-QSB") on the
prescribed due date without unreasonable effort or expense. Registrant
will file its Form 10-QSB no later than the fifth calendar day
following the prescribed due date.
PART IV. OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
David T. Adams (416) 544-3001
- --------------------------------------------------------------------------------
(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Sections 13 and
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?
[ ] 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.
SoftQuad Software, Ltd.
- --------------------------------------------------------------------------------
(Name of registrant as specified in charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: May 15, 2000 By: /s/ David T. Adams
---------------------------- ------------------
Name: David T. Adams
Title: Chief Operating Officer and
Chief Financial Officer
