SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
Commission File Number 0-21662
NOTIFICATION OF LATE FILING
(Check One): [ ] Form 10-K [ ] Form 11-K [ ] Form 20-F [x] Form
10-Q [ ] Form N-SAR
For Period Ended: March 31, 1995
[ ] Transition Report on Form 10-K [ ] Transition Report on Form
10-Q
[ ] Transition Report on Form 20-F [ ] Transition Report on Form
N-SAR
[ ] Transition Report on Form 11-K
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:
Not applicable
Part I. Registrant Information
Full name of registrant: Dataguard Recovery Services, Inc.
Former name if applicable: N/A
Address of principal executive office (Street and number):
10301 Linn Station Road
P.O. Box 37144
City, State and Zip Code: Louisville, Kentucky 40233-7144
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.)
[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, 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, 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,
11-K, 20-F, 10-Q, N-SAR or the transition report portion thereof
could not be filed within the prescribed time period. (Attach
extra sheets if needed.)
The Registrant provides computer disaster recovery services,
including computer backup services to users of large-scale Bull and
IBM computer systems. As of December 31, 1994, the Registrant had
approximately $5.7 million in assets, approximately 750 record and
beneficial shareholders, and 22 employees at its Louisville,
Kentucky corporate offices and computer center.
During the first quarter of 1995, the Registrant completed an
extraordinary transaction--the acquisition of contracts and certain
other operating assets of Twinsys, S.A., a leading French computer
backup services firm that had been placed in receivership in
November 1994. The acquisition is described in greater detail below
and in the Registrant's Current Report on Form 8-K dated February
3, 1995, as amended by Forms 8-K/A filed April 19, 1995 and May 15,
1995.
In its Form 10-QSB for the Quarter Ended March 31, 1995, the
Registrant is reporting for the first time the combined operations
of the Registrant and its new French subsidiary. The Registrant's
acquisition of the Twinsys' business has substantially increased
the Registrant's revenues and total assets. During the past three
months, the Company's employees have devoted a substantial amount
of their time to restoring the former Twinsys operations, locating
and analyzing business records, and integrating the French
operations with those of the parent Company. Due to the
extraordinary circumstances of the acquisition, a number of novel
and complex accounting issues have arisen regarding the scope of
the Registrant's obligation to present financial information about
the business formerly conducted by Twinsys, the availability of
such information, and other issues. It requires an extraordinary
effort for a company of the Registrant's size and limited resources
to resolve such issues, particularly when they involve operations
in another country, a different language and different accounting
rules and conventions, and the need to reconstruct historical financial
records of a formerly closely held company. Based on these reasons, the
Form 10-QSB could not be filed within the prescribed time period without
unreasonable effort and expense.
Part IV. Other Information
(1) Name and telephone number of person to contact in regard
to this notification.
Alan K. MacDonald (502) 589-5400
(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). [ ] Yes [X] No
Current Report on Form 8-K dated February 3, 1995, as amended
by Forms 8-K/A filed April 19, 1995 and May 15, 1995 (Report
of independent auditors stated no opinion).
(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.
A significant change is expected to be reported due to
previously reported developments in the Company's North American
operations. The degree to which that change may be ameliorated by
the results of the Company's newly acquired French subsidiary has
not been fully determined for the reasons stated in Part III.
DATAGUARD RECOVERY SERVICES, INC.
(Name of registrant as specified in charter)
Has caused this notification to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: May 15, 1995 By /s/ Richard W. Smith
Richard W. Smith, President
