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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12-b-25
NOTIFICATION OF LATE FILING
(Check One):
[ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [x] Form 10-Q [ ] Form N-SAR
For Period Ended January 31, 1994
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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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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: Air & Water Technologies Corporation
Former Name if Applicable: Not Applicable
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Address of Principal Executive Office (Street Number)
U.S. Highway 22 West and Station Road, Branchburg, NJ 08876
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City, State and Zip Code
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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 [x];
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(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 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 [x]; 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
In the time immediately preceding and through March 17, 1994, the scheduled
last day for filing the Company's report on Form 10-Q for its fiscal quarter
ended January 31, 1994, the Company was engaged in continuous discussions
with several parties regarding matters any of which, if consummated, would
materially affect the Company's capitalization and other information required
to be reflected in such report. Pending the resolution of such discussions,
the Company was unable, without unreasonable effort or expense, to prepare
definitively and file such report. Such discussions have been resolved in a
manner which has been the subject of a public announcement this day,
March 18, 1994.
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PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Douglas A. Satzger, Senior V.P. and General Counsel 908 685-4677
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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
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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.
For the reasons set forth in Item III it is impracticable to respond at this
time. The requested information will be included in the Company's 10Q, which
will be filed no later than March 22, 1994.
Air & Water Technologies Corporation
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(Name of Registrant as specified in charter)
have caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date March 18, 1994 By /s/ Anthony DiMichele
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Anthony DiMichele
Vice President and
Chief Financial 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 the form.
