<PAGE> 1
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
------------------
NOTIFICATION OF LATE FILING SEC FILE NUMBER
0-9428
------------------
------------------
(Check One): CUSIP NUMBER
005313 20 0
------------------
<TABLE>
<S> <C> <C> <C> <C> <C>
[X] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K
[ ] Form 10-Q and Form 10-QSB [ ] Form N-SAR
</TABLE>
For Period Ended: September 27,1998
-------------------
[ ] 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 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: ADAC Laboratories
Former Name if Applicable:
Address of Principal Executive Office (Street and Number): 540 Alder Drive
City, State and Zip Code: Milpitas, CA 95035
- --------------------------------------------------------------------------------
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) [ss. 23,047], 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;
<PAGE> 2
[ ] (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 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 and Form 10-KSB,
20-F, 11-K, 10-Q and Form 10-QSB, N-SAR, or the transition report or portion
thereof could not be filed within the prescribed period.
(Attach Extra Sheets if Needed)
The Company will be restating its financial results for fiscal years 1996,
1997 and 1998 as a result of an ongoing review by the Company with the
assistance of PricewaterhouseCoopers of its accounting principles and their
historic application. Accordingly, the Company's Form 10-K for the fiscal year
ended September 27, 1998 could not be filed within the prescribed period.
- --------------------------------------------------------------------------------
PART IV -- OTHER INFORMATION
- --------------------------------------------------------------------------------
(1) Name and telephone number of person to contact in regard to this
notification.
P. Andre Simone (408) 321-9100
---------------------------------- ------------- ---------------------
(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.
As part of the restatement of its financial results, the Company will
adjust the timing of certain revenues over the 1996-1998 period. The primary
impact of these adjustments will be to move revenues forward into adjacent
future periods. Substantially all of the transactions relating to these revenues
have been completed and the associated revenues have been or will shortly be
recognized. In addition, certain expenses will be adjusted and re-allocated
throughout the period.
Based on the review to date of the Company's accounting principles and
their historic application, the Company believes that the net effect of the
adjustments will have a material adverse impact on the Company's fiscal 1996 and
1997 financial results but are not expected to have a material impact on its
previously released fiscal 1998 revenue, although the effect on revenue in
individual quarters may be material. In addition, the Company believes that net
income for 1998 may be somewhat lower or somewhat higher than previously
reported, depending on the outcome of the ongoing review.
<PAGE> 3
ADAC Laboratories
-----------------------------------------------------------------------
(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: December 29, 1998 By: /s/ P. Andre Simone
----------------------------
P. Andre Simone
Chief Financial Officer
INSTRUCTION: The form may be signed by an executive officer of the registrant or
by any other duly authorized representative. The name and title of the person
signing the form shall be typed or printed beneath the signature. If the
statement is signed on behalf of the registrant by an authorized representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.
- --------------------------------------------------------------------------------
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).
- --------------------------------------------------------------------------------
GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 (17 CFR 240.12b-25) of the
General Rules and Regulations under the Securities Exchange Act of 1934.
2. One signed original and four conformed copies of this form and
amendments thereto must be completed and filed with the Securities and Exchange
Commission, Washington, D.C. 20549, in accordance with Rule 0-3 of the General
Rules and Regulations under the Act. The information contained in or filed with
the form will be made a matter of public record in the Commission files.
3. A manually signed copy of the form and amendments thereto shall be
filed with each national securities exchange on which any class of securities of
the registrant is registered.
4. Amendments to the notifications must also be filed on form 12b-25 but
need not restate information that has been correctly furnished. The form shall
be clearly identified as an amended notification.
5. Electronic Filers. This form shall not be used by electronic filers
unable to timely file a report solely due to electronic difficulties. Filers
unable to submit a report within the time period prescribed due to difficulties
in electronic filing should comply with either Rule 201 or Rule 202 of
Regulation S-T (Sections 232.201 or 232.202 of this chapter) or apply for an
adjustment in filing date pursuant to Rule 13(b) of Regulation S-T (Section
232.13(b)of this chapter).
