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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
SEC FILE NUMBER
NOTIFICATION OF LATE FILING 0-9065
CUSIP NUMBER
38114510 1
(Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q
[ ] Form N-SAR
For Period Ended: February 28, 1998
[ ] 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:
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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
Golden Pharmaceuticals, Inc.
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Full Name of Registrant
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Former Name if Applicable
710 14th Street
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Address of Principal Executive Office (Street and Number)
Golden, Colorado 80401
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City, State and Zip Code
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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 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, Form 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 of 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 Forms 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.
On April 7, 1997, the Registrant completed the sale of its assets related to
its business of manufacturing and distributing Iodine-123 capsules for a total
purchase of $6,700,000. In addition, the Company moved its accounting
department from Colorado to California and replaced its entire accounting
department. As a result the Registrant is unable to timely complete the
information required for the presentation of its Quarterly Report on Form
10-QSB for the period ended February 28, 1998.
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PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Gary P. Pryor (303) 279-9375
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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 answer is no, identify report(s). [X] Yes [ ] No
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(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.
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Golden Pharmaceuticals, 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
hereunto duly authorized.
Date April 15, 1998 By /s/ Gary P. Pryor
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Gary P. Pryor, Vice President,
Finance
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PART IV - OTHER INFORMATION
3. The Registrant believes that due to the sale of the assets in April
1997 and a decrease in sales in Pharma Labs and Quality Care
Pharmaceuticals, Inc., there will be a significant change in the
results of operations from the same period during the last fiscal year
which is summarized below:
GOLDEN PHARMACEUTICALS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
SIX MONTHS ENDED FEBRUARY 28,
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1998 1997
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<S> <C> <C>
NET SALES $ 2,760,983 $ 7,658,722
COST OF SALES 2,033,057 5,111,893
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GROSS MARGIN 727,926 2,546,829
Selling, general and administrative expense 3,086,569 2,561,906
Unusual charge - impairment loss 430,000 --
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OPERATING LOSS (2,788,643) (15,077)
OTHER INCOME/ (EXPENSE)
Interest expense (240,980) (552,290)
Joint venture loss (62,943) (37,079)
Gain on disposal of assets 135 2,363
Other income 51,551 276,421
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TOTAL OTHER INCOME (EXPENSE) (252,237) (310,585)
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LOSS BEFORE INCOME TAX EXPENSE (3,040,880) (325,662)
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INCOME TAX EXPENSE 200 800
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LOSS BEFORE MINORITY INTEREST (3,041,080) (326,462)
MINORITY INTEREST 416,710 (67,139)
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NET LOSS $ (2,624,370) $ (393,601)
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LOSS PER SHARE $ (0.02) $ *
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WEIGHTED AVERAGE SHARES OUTSTANDING 125,127,847 121,086,155
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</TABLE>
* Less than $.01 per share
See Notes to Consolidated Financial Statements
