[DESCRIPTION]NOTIFICATION OF LATE FILING OF 10-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(CHECK ONE):/XX/ FORM 10-K / / Form 20-F/ / Form 11-K/ /Form 10-Q/ / form N-SAR
For period ended: December 31, 1998
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[ ] 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:
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READ INSTRUCTIONS (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 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
Quadrax Corporation
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Former Name if applicable
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Address of Principal Executive Office (STREET AND NUMBER)
P.O.Box 1001 618 Main Street
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City, State and Zip Code
West Warwick, RI 02893-0901
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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 box if appropriate)
(a) The reasons described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or
expense;
(b) The subject annual report, semi-annual report, transition report
on Form 10-K, Form 20-F, 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
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. (ATACH EXTRA SHEETS IF NEEDED)
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PART III -- NARRATIVE
On February 27, 1998, Quadrax Corporation filed a petition for relief under
Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court, for the
District of Rhode Island.
The Company is currently working to file an amended plan of reorganization
and a disclosure statement pursuant to the Bankruptcy Code. The plan of
reorganization is expected to be submitted to the Bankruptcy Court on April 7,
1999.
As a result of the Company's reduced financial and administrative staff and the
informational and filing requirements imposed by the Bankruptcy Court, the
required financial statements and related information necessary for inclusion in
the Form 10KSB are not complete at this time. The Company will require
additional time to prepare such information and have the audit completed by its
auditors.
The Company expects that the filing will be made shortly following the
submission of the Plan of Reorganization.
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PART IV - OTHER INFORMATION
(1)Name and telephone number of person to contact in regard to this notification
James J. Palermo 401 683-6600
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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 reports) been filed? If answer is no,
identify report(s).
[ X]Yes [ ] No
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(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.
Change in Results of Operations
Anticipated results of operations, subject to final
adjustments, compared to the prior year are as follows:
(unaudited)
Year Ended: December 31, 1998 December 31, 1997
Sales $15,800,000 $13,968,736
(Loss) from operations $(1,100,000) $(10,463,106)
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Quadrax Corporation
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date March 31, 1998 By /s/ JAMES J. PALERMO
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James J. Palermo
Chief Executive Officer
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 this form.
ATTENTION
INTENTIONAL MISSTATEMENTS OR OMISSSIONS OF FACT CONSTITUTE
FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).
GENERAL INFORMATION
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. One 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 reord 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 notifications 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 emended 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 of Regulation S-T or apply for an adjustment in filing date
pursuant to Rule 13(b) of Regulation S-T.
