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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25 NOTIFICATION OF LATE FILING
(Mark One)
[X] FORM 10-K
[ ] FORM 20-F
[ ] FORM 11-K
[ ] FORM 10-Q
[ ] FORM N-SAR
For the year ended December 31, 1999
[ ] 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 from ______ to _______
Commission File Number 1-10418
UNITED MEDICORP, INC.
(Exact Name of Registrant as Specified in its Charter)
DELAWARE 75-2217002
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
10210 North Central Expressway
Suite 400
Dallas, Texas 75231
(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (214) 691-2140
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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, 11-K or Form N-SAR, or
portion thereof, [X] 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; 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 Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
Due to limited resources as a result of significant revenue reductions in
the fourth quarter of 1999 and the first quarter of 2000, Form 10-K for the
year ended December 31, 1999 could not be filed by March 30, 2000 without
unreasonable expense and jeopardy to the Company.
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
R. Kenyon Culver (214) 360-4469
(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 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. 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.
It is anticipated that there will be a significant change in results of
operations in 1999 as compared to 1998 primarily due to the discontinuance
of the operations of Allied Health Options, Inc. ("AHO"), effective June
30, 1999, the filing by AHO on October 14, 1999 of a voluntary petition in
the United States Bankruptcy Court for the Northern District of Texas to
liquidate pursuant to Chapter 7 of Title 11 of the United States Bankruptcy
Code, and the resulting gain on disposal of AHO.
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The following table presents selected consolidated financial data for and as of
each of the five years ended December 31, 1999. The financial data presented for
and as of each of the four years ended December 31, 1998 has been derived from
audited financial statements. The financial data presented for and as of the
year ended December 31, 1999 has been derived from unaudited financial
statements and is presented with the deconsolidation of AHO effective October
14, 1999.
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31,
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1999 1998 1997 1996 1995
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<S> <C> <C> <C> <C>
STATEMENTS OF OPERATIONS DATA
Revenues $ 3,158,341 $ 4,178,009 $ 2,803,001 $ 2,025,338 1,986,233
Wages and benefits 2,160,936 2,664,664 1,900,182 1,171,721 1,499,038
Selling, general and administrative 617,003 815,431 492,607 422,119 467,397
Depreciation and amortization 108,137 87,265 106,783 105,638 126,807
Professional fees 68,138 44,784 54,188 78,813 82,794
Other 226,088 166,922 88,492 127,833 95,942
------------ ------------ ------------ ------------ ------------
Net income (loss) from
continuing operations (21,961) 398,913 160,749 119,214 (285,745)
Loss from discontinued
operations - AHO (3,050,561) (230,967) -- -- --
Gain on disposal of discontinued
operations - AHO 2,234,874 -- -- -- --
------------ ------------ ------------ ------------ ------------
Net income (loss) $ (837,648) $ 167,946 $ 160,749 $ 119,214 $ (285,745)
Basic earnings (loss) per common
share (1):
Continuing operations $ (.0008) $ 0.0142 $ 0.0059 $ 0.0045 $ (0.0109)
Discontinued operations - AHO (.0283) (0.0082) -- -- --
------------ ------------ ------------ ------------ ------------
Net income (loss) $ (.0291) $ 0.0060 $ 0.0059 $ 0.0045 $ (0.0109)
Weighted average shares
outstanding 28,739,332 27,910,217 27,178,504 26,310,217 26,310,217
</TABLE>
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(1) In 1997, the Company adopted Statement of Financial Accounting Standards
No. 128, "Earnings per Share," and has retroactively restated all periods
presented.
<TABLE>
<CAPTION>
As of December 31,
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1999 1998 1997 1996 1995
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<S> <C> <C> <C> <C> <C>
BALANCE SHEET DATA
Working capital (deficit) $ (177,240) $ (747,984) $ 331,552 $ 104,903 $ (40,390)
Net assets of
discontinued operations - AHO -- 1,251,119 -- -- --
Total assets 612,420 2,004,373 1,005,600 523,647 439,058
Long term debt including
capital leases 110,070 44,973 84,368 100,344 138,565
Total debt including capital leases 159,618 312,587 137,539 137,206 171,052
Net liabilities of
discontinued operations - AHO -- 733,403 -- -- --
Total liabilities 647,267 1,321,571 558,169 396,452 428,078
Total stockholders' equity (deficit) $ (34,847) $ 682,802 447,431 $ 127,195 7,980
</TABLE>
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
UNITED MEDICORP, INC.
(Registrant)
By: /s/ R. Kenyon Culver Date: March 30, 2000
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R. Kenyon Culver
Vice President and Chief Financial Officer
(Principal Accounting Officer)
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