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FORM 12b-25
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(CHECK ONE):
/X/Form 10-K and Form 10-KSB / /Form 20-F / /Form 11-K / /Form 10-Q
/ /Form N-SAR For Period Ended: June 30, 1997
/ / 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:
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Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
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If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates:
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PART I -- REGISTRANT INFORMATION
Full Name of Registrant POWER DESIGNS, INC.
Address of principal 14 COMMERCE DRIVE
executive office DANBURY, CT 06810
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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.
/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 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.
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PART III -- NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 11-K, 20-F, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
The reporting complexities inherent in the October 1996 acquisition of
the assets of two divisions of Penril DataComm Networks, Inc. rendered the
timely filing of reports on Forms 10-QSB and 10-K impracticable during the
prescribed time period.
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PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
ANTHONY F. INTINO II (203) 748-7001
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(Name) (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 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?
/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. Please see attachment.
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Primarily as a result of the October 11, 1996 acquisition of the assets
of two divisions of Penril DataComm Networks, Inc., net losses increased from
approximately $0.6 million in Fiscal 1995 to approximately $4.5 million for
Fiscal 1996. These losses stemmed in part from delays attributable to the
Registrant's efforts to investigate and resolve certain technical and
production issues associated with products acquired pursuant to the
above-referenced acquisition. In Fiscal 1996 sales were approximately $3.7
million as compared to approximately $0.6 million in Fiscal 1995, primarily
due to the addition of two older core product lines and developing demand for
the Registrant's new products.
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SIGNATURE
Power Deisigns, Inc. has caused this notification to be signed on its
behalf by the undersigned thereunto duly authorized.
Date: September 30, 1997 By: /s/ Fred G. Basso
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Name: Fred G. Basso
Title: President
By: /s/ Anthony F. Intino II
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Name: Anthony F. Intino II
Title: Chief Financial Officer
(Chief Accounting Officer)
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