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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
Commission File Number 025582
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NOTIFICATION OF LATE FILING
(Check One): [_]Form 10-K [_]Form 11-K [_]Form 20-F [X]Form 10-Q [_]Form N-SAR
For Period Ended: March 31, 2000
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[_]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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Read attached instruction sheet 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 Grace Development, Inc.
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Former name if applicable Not Applicable
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Address of principal executive office (street and number) 1690 Chantilly Drive
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City, state and zip code Atlanta, Georgia 30324
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PART II
RULE 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
[X] Form 10-K, 20-F, 11-K or Form N-SAR, or portion thereof will be filed
on or before the 15th 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.
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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 portion thereof could not be filed within
the prescribed time period. (Attach extra sheets if needed.)
See Schedule A attached hereto.
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PART IV
OTHER INFORMATION
(1) Name and telephone number of persons to contact in regard to this
notification
Benjamin F. Holcomb (678) 222-1073
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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
(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 statement 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.
See Schedule B attached hereto.
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Grace Development, Inc.
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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 May 16, 2000 By: /s/ Benjamin F. Holcomb
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Benjamin F. Holcomb
Chairman & 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 the form.
ATTENTION
Intentional misstatements or omissions of fact constitute Federal criminal
violations (See 18 U.S.C. 1001).
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GENERAL INSTRUCTIONS
1. This form is required by Rule 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 furnished. 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 or apply for an adjustment in filing date pursuant to Rule 13(b)
of Regulation S-T.
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SCHEDULE A
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to Form 12b-25
During the first quarter of 2000, the Company experienced extensive
turnover among its senior management. The following key management positions
were filled with new individuals during the first quarter of 2000: Chairman and
Chief Executive Officer, hired February 1, 2000; Vice President, Chief Operating
Officer, hired March 1, 2000; Vice President, Customer Operations, hired January
28, 2000; Vice President, Mergers and Acquisitions, hired January 31, 2000; Vice
President, Engineering / Facilities, hired February 7, 2000; Vice President,
Engineering / Support, hired February 7, 2000; and Vice President, Chief
Information Officer, hired March 2, 2000. The Company's Vice President, Chief
Financial Officer resigned effective February 28, 2000, and that position
remains vacant at this time. The Company's Vice President, Mergers and
Acquisitions, who was hired on January 31, 2000, resigned effective March 31,
2000.
Also during the first quarter of 2000, on March 16, 2000, the Company made
a change in its general outside legal counsel.
Also during the first quarter of 2000, the Company completed the following
significant acquisitions: (i) the acquisition of WebWizard, Inc. on January 31,
2000; (ii) the acquisition of P.V. Tel., Inc. on February 24, 2000; and (iii)
the acquisition of Alpha Computer Services, Inc. on March 31, 2000. The
financial position and results of operations of each of these entities must be
incorporated into the Company's consolidated financial statements for the first
quarter of 2000. This consolidation has proved to be exceptionally problematic
and time consuming due to the fact that none of these entities had been subject
to an audit by independent auditors prior to their acquisition by the Company
and the fact that each of these entities uses a different automated accounting
system.
Due to the recent extensive management turnover, the recent change in
general outside counsel, and the three recent significant acquisitions, all of
which occurred during the first quarter of 2000, the Company could not timely
file its Quarterly Report on Form 10-Q for the quarter ended March 31, 2000,
without unreasonable effort and expense.
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SCHEDULE B
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to Form 12b-25
As of the date hereof, the Company estimates that its Revenues increased
from approximately $7,000 in the first quarter of 1999, to approximately
$626,000 in the first quarter of 2000, due primarily to four significant
acquisitions completed since the end of the first quarter of 1999. As of the
date hereof, the Company estimates that its Net Loss increased from
approximately $22,000 in the first quarter of 1999, to approximately $2,720,000
in the first quarter of 2000, due primarily to an estimated increase in
Operating Expenses from approximately $29,000 in the first quarter of 1999, to
approximately $3,140,000 in the first quarter of 2000.
