SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 12b-25
Notification of Late Filing
Commission File Number: 0-12050
(Check one)
| | Form 10-K and Form 10-KSB | | Form 11-K
| | Form 20-F |X| Form 10-Q and Form 10-QSB | | Form N-SAR
For the period ended September 30, 1999
| | Transition Report on Form 10-K and Form 10-KSB
| | Transition Report on Form 20-F
| | Transition Report on Form 11-K
| | Transition Report on Form 10-Q and Form 10-QSB
| | Transition Report on Form N-SAR
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 notification relates: __________________________________
PART I
REGISTRANT INFORMATION
Full name of registrant: SafeGuard Health Enterprises, Inc.
Former name if applicable: N/A
Address of principal
executive office: 95 Enterprise
City, State and Zip Code: Aliso Viejo, California 92656
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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 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 of Forms 10-K, 10-KSB, 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, 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 Forms 10-K, 10-KSB, 11-K,
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.)
The Company announced on November 12, 1999, that it believes its revenue,
and therefore its earnings, for the quarter and nine months ended September 30,
1999, which were previously announced on October 21, 1999, were overstated by a
material amount. The Company also believes that its results of operations for
the periods ended March 31, 1999 and June 30, 1999 may be restated. The Company
is in the process of determining the adjustments required to properly state its
results of operations for each of these periods. The Company requires
additional time to review this matter and expects to report its restated results
of operations as soon as they are available.
<PAGE>
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Ronald I. Brendzel, Senior Vice President & Secretary (949) 425-4110
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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.
Explanation:
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The Company requires additional time within which to complete its review
and analysis of its financial results for the third quarter and nine
(9) month period ended September 30, 1999.
Exhibits
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None.
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SafeGuard Health Enterprises, 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.
/s/ RONALD I. BRENDZEL
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Date: November 16, 1999 By: Ronald I. Brendzel,
Senior Vice President & Secretary
