SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Notification of Late Filing
Commission File Number 33-7106-A
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(CHECK ONE):
[X] 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 Period Ended: December 31, 1999
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[ ] 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 the notification relates:
PART I
REGISTRANT INFORMATION
Full name of registrant NATURADE, INC.
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Former name if applicable
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Address of principal executive office: 14370 Myford Rd.
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City, State and Zip Code: Irvine, California 92606
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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 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 the Form 10-K, 10-KSB,
11-K, 20-F, 10-Q, 10-QSB, N-SAR or the transition report thereof could not be
filed within the prescribed time period.
The Registrant and its auditors are in the process of analyzing the Registrant's
present access to credit in light of its future working capital requirements and
will not be able to complete this analysis (and the corresponding effect of this
analysis on disclosures in the Registrant's Annual Report on Form 10-K) within
the prescribed time period without unreasonable effort or expense.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Lawrence J. Batina 714 573-4800
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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
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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 Registrant anticipates a loss from operations for the fiscal year
ended December 31, 1999 of approximately $9.7 million compared to a loss from
operations for the fiscal year ended September 30, 1998 of $4.1 million. The
primary factors contributing to the loss in the 1999 fiscal year are 1) $1.6
million sales decline, 2) $1 million write-off of intangible assets, 3) $1.9
million settlement of a legal judgment, 4) $1.5 million of non-cash interest
charges related to the conversion feature of debt borrowed from a majority
shareholder and $0.4 million related to warrant grants and 5) elimination of
$0.9 million of obsolete inventory.
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NATURADE, INC.
Has caused this notification to be signed on its behalf by the
undersigned thereunto duly authorized.
Date March 30, 2000 By /s/ Lawrence J. Batina
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Lawrence J. Batina
Chief Financial Officer
Naturade, Inc.
ATTENTION
Intentional misstatements or omissions of fact constitute Federal criminal
violations (see 18 U.S.C. 1001).
