SECURITIES AND EXCHANGE COMMISSION
UNITED STATES
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC FILE NUMBER
0-25726
CUSIP NUMBER
817316 10 2
817316 11 0
817316 12 8
(Check One):
X Form 10-K and Form 10-KSB Form 20-F Form 11-K
Form 10-Q and Form 10-QSB Form N-SAR
For Period Ended: December 31, 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
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: SEPRAGEN CORPORATION
Former Name if Applicable:
Address of Principal Executive Office (Street and Number):
30689 Huntwood Drive, Hayward, California 94544
<PAGE>
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 appro-
priate)
(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
Form 10-KSB, 20-F, 11-K, 10-Q, 10Q-SB, N-SAR, or the transition
State below in reasonable detail the reasons why Form 10-K and
report or portion thereof, could not be filed within the prescribed
time period.
Due to reduced staff and resources, Registrant was unable to
complete all accounting and due diligence work for the Report.
Part IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to
this notification: Vinit Saxena (510) 476-0650
(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): Yes X 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. See attached.
<PAGE>
(Name of Registrant specified in charter)
SEPRAGEN CORPORATION
has caused this notification to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: 3/31/99 By: /s/Vinit Saxena
Vinit Saxena
President and CEO
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).
<PAGE>
SEPRAGEN CORPORATION
BALANCE SHEET DRAFT 3/31/99
ASSETS
December 31,
1998 1997
Current assets:
Cash $ 41,136 $ 44,448
Accounts receivable, less allowance
for doubtful accounts of $2
and $10,298 as of December 31, 1998
and 1997, respectively 527,845 570,868
Inventories 445,392 318,860
Prepaid expenses and other 32,011 62,484
Total current assets 1,046,384 996,660
Furniture and equipment, net 179,258 276,211
Intangible assets 95,187 120,165
$1,320,829 $ 1,393,036
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
Current liabilities:
Accounts payable $ 965,678 $ 636,254
Bridge Loan -- 464,300
Customer deposit 40,797 310,481
Notes payable, including
$135,000 to shareholders 235,000 225,000
Accrued payroll and benefits 156,063 145,139
Accrued liabilities 96,623 92,720
Interest payable 34,253 24,849
Total current liabilities 1,528,414 1,898,743
Commitments (Note 9):
Class E common stock, no par value
--1,600,000 shares authorized;
1,209,894 and 1,111,961 shares
issued and outstanding at December 31,
1998 and 1997; redeemable at $.01
per share (Notes 10 and 11) -- --
Shareholders' equity (deficit):
Preferred stock, no par value
--5,000,000 shares authorized and
175,439 convertible, preferred shares
issued and outstanding at December 31,
1998 and none outstanding on December
31, 1997 500,000 --
Class A common stock, no par value
--20,000,000 shares authorized;
4,057,216 shares issued an outstanding
at December 31, 1998, and 2,149,155
shares issued and outstanding at
December 31, 1997 9,761,017 8,848,075
Class B common stock, no par value
--2,600,000 shares authorized;
701,177 and 707,276 shares issued and
outstanding at December 31,
1998 and 1997, respectively 4,065,618 4,065,618
Additional paid in capital 202,220 --
Accumulated deficit (14,736,440) (13,530,100)
Total shareholders' equity(deficit) (207,585) (505,707)
$ 1,320,829 $ 1,393,036
<PAGE>
SEPRAGEN CORPORATION DRAFT 3/31/98
STATEMENTS OF OPERATIONS
for the years ended December 31, 1998 and 1997
For the Years
Ended December 31,
1998 1997
Revenues:
Net sales $1,987,086 $ 1,619,623
Costs and expenses:
Cost of goods sold 915,219 892,225
Selling, general, and
administrative 1,218,808 1,504,481
Research and development 756,122 861,455
Total costs and expenses 2,890,149 3,258,161
Loss from operations (903,063) (1,638,538)
Interest expense (302,957) (93,703)
Interest income and other 0 83,727
Net loss $(1,206,020) $(1,648,514)
Net loss per common and common
equivalent share (Note 1) $ (0.41) $ (0.58)
Weighted average shares
outstanding (Note 1) 2,935,679 2,856,431
<PAGE>
DRAFT 3/31/99
The following table is included as an aid to understanding the
Company's operating results. The table sets forth the percentages
which each item bears to revenues and the percentage change in
dollar amounts from year to year.
Percentage
Relationship Year to Year
to Revenues Increase(Decrease)
Percentage
% of % of Year Year
Revenues Revs Ended Ended
Account Name 1998 1997 1998 1997
Revenues 100% 100% 23% 62%
Cost and Expenses
Cost of goods sold
Selling, general and 46% 55% 3% 6%
administrative 61% 93% (19)% (36)%
Research and
development 38% 53% (12)% (42)%
Total costs and
expenses 145% 201% (11)% (30)%
Loss from operations (46)% (101)% (45)% (55)%
Interest income (expense)
and other, net (15)% (1)% 2939% (34)%
Net loss (61)% (102)% (27)% (56)%
