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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(CHECK ONE): Form 10-K Form 20-F Form 11-K X Form10-QSB Form N-SAR
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For Period Ended: JUNE 30, 1996
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-QSB
[ ] Transition Report on Form N-SAR
For the Transition Period Ended:
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READ INSTRUCTIONS ON BACK PAGE BEFORE PREPARING THIS 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
RENAISSANCE ENTERTAINMENT CORPORATION
Full Name of Registrant
N/A
Former Name if Applicable
4440 ARAPAHOE ROAD, SUITE 200
Address of Principal Executive Office (STREET AND NUMBER)
BOULDER, COLORADO 80303
City, State, and Zip Code
PART II -- RULES 12B-25(B) AND (C)
If the subject report could not be filed without unreasonable effort or expense
and the regristrant 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, will be
filed on or before the fifteenth calendar following the prescribed
due date; or the subject quarterly report of transition report on
Form 10-Q, or portions 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. (ATTACH EXTRA SHEETS IF NEEDED)
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PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
MILES SILVERMAN (303) 444-8273
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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 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
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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.
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RENAISSANCE ENTERTAINMENT CORPORATION
(Name of Registrant as Specified in Charter)
has caused notification to be signed on its behalf by the undersigned hereunto
duly authorized.
Date: AUGUST 12, 1996 By: /s/ MILES SILVERMAN
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Miles Silverman, 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 this 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 shall be filed with the form.
ATTENTION
INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL
VIOLATIONS (SEE 18 U.S.C. 1001).
GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 (17CFR 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 record 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 funished. The form shall
be clearly identified as an amended 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 (Section 232.201 or Section 232.202 of this chapter) or apply for an
adjustment in filing date pursuant to Rule 13(b) of Regulation S-T (Section
232.13(b) of this chapter).
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FORM 12B-25
PART III -- NARRATIVE
The quarterly report on Form-10QSB for the period ended June 30, 1996,
cannot be filed within the prescribed period of time because of difficulties
arising from integrating the Company's recently acquired New York subsidiary's
financial records with those of the Company and recent personnel changes at the
Company.
PART IV -- OTHER INFORMATION
For the quarter ended June 30, 1995, the Registrant reported unaudited
sales of $4,486,726 and a net income of $56,424 or $.02 per share. For the
quarter ended June 30, 1996, the Registrant expects to report increased sales as
well as increased costs resulting in a net loss to shareholders, with a negative
EPS likely, as compared to the same period last year. Increased sales are due
to the operation of an additional Faire, the Virginia Renaissance Faire, and the
increased costs are due to the construction of the Faire, which continued into
the quarter, including the non-recurring costs associated with the opening of a
new Faire. For the reasons discussed in the Registrant's response to Part III
of this Form 12b-25, a reasonable estimate of results for the quarter is not
available at this time.
