CYANOTECH CORP
NT 10-K, 1999-06-29
MEDICINAL CHEMICALS & BOTANICAL PRODUCTS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                  FORM 12B-25

                                                       SEC FILE NUMBER: 0-146-02
                                                         CUSIP NUMBER: 232437202



(Check One):   [x] Form 10-K   [ ] Form 20-F      [ ] Form 11-K
               [ ] Form 10-Q   [ ] Form N-SAR

               For  Period  Ended:          March  31,  1999
                                   -----------------------------------
               [ ]  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:  _____________________

READ  INSTRUCTION  (ON BACK PAGE) 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 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:   CYANOTECH CORPORATION
                           -----------------------------------------------------
Former Name if applicable:   N/A
                           -----------------------------------------------------
Address of Principal Executive Office: 73-4460 Queen Kaahumanu Hwy., Suite 102
                                       -----------------------------------------
City, State and Zip Code: Kailua-Kona, HI 96740
                          ------------------------------------------------------

- --------------------------------------------------------------------------------
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 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;

[x]  (b)  The subject annual report,  semi-annual  report,  transition report on
          Form 10-K,  Form 20-F, 11-K, 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

                                       1
<PAGE>

[ ] (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 the Form 10-K,  11-K,  10-Q,
N-SAR, or the transition  report or portion  thereof,  could not be filed within
the prescribed time period. (Attach Extra Sheets if Needed)

Additional  time is  required  to  confirm  the  proper  disclosure  of  certain
agreements  expected  to be made  subsequent  to the fiscal year ended March 31,
1999  which  could have an effect on the  content  Management's  Discussion  and
Analysis of  Financial  Condition  and Results of  Operations,  presentation  of
audited financial information and the accompanying footnotes,  and certain other
matters.  The Company believes that the Form 10-K will be filed on or before the
allowed date under Rule 12b-25.

- --------------------------------------------------------------------------------
PART IV - OTHER INFORMATION

(1)  Name  and  telephone  number  of  person  to  contact  in  regard  to  this
     notification

        Gerald R. Cysewski             (808)                      326-1353
        ------------------          -----------               ------------------
             (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 require to file such report(s) been  filed? If 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 statement 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.

The Company  had a net loss of  $2,557,000  for the year ended  March 31,  1999,
compared  to a net loss of  $300,000  for the year ended  March 31,  1998.  This
increase in net loss during the current fiscal year compared to the prior fiscal
year  was  primarily   attributable  to  decreased  Spirulina  sales,  increased
manufacturing  costs  associated  with  operating at below  optimal  efficiency,
increased operating expenses,  increased interest expense due to higher debt and
decreased interest income.
- --------------------------------------------------------------------------------

                              CYANOTECH CORPORATION
                  (Name of Registrant as Specified in Charter)

has  caused  this  notification  to be signed on its  behalf by the  undersigned
hereunto duly authorized.

Date:   June 29, 1999
        -----------------------------

By:     /s/ Gerald R. Cysewski, Ph.D.
        -----------------------------
        Gerald R. Cysewski, Ph.D.,
        President & CEO

                                       2

<PAGE>

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.   Once 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  notification  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 amendment 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 or 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 (Sectopm 232.13(b) of this chapter).

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