UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25/A#1
NOTIFICATION OF LATE FILING
(Check One) [ ] Form 10-KSB [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR
For the 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-Q
[ ] Transition Report on Form N-SAR
For the Transition Period Ended:
Read Instruction (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:
PART I - REGISTRANT INFORMATION
MEDCROSS, INC.
Full Name of Registrant
Former Name if Applicable
3227 Bennet Street North
Address of Principal Executive Office (Street and Number)
St. Petersburg, Florida 33713
City, State, and Zip Code
PART II - RULES 12b-25 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;
[XX] (b) The subject annual report, semi-annual report, transition report on
Form 10-K, Form 20-F, 11-K, 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.
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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. (Attach extra sheets if needed)
The Registrant was unable to complete the filing of its Quarterly Report on Form
10-QSB for the quarter ended June 30, 1996 by the due date, August 14, 1996, due
to delays completing the internal work necessary to finalize the information.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Stephanie E. Giallourakis (813) 521-1793
(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 of 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
(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 position 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 attached Exhibit A
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MEDCROSS, INC.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: August 15, 1996 By: /s/ Henry Y. L. Toh
Henry Y.L. Toh, President/CEO/Acting CFO
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).
GENERAL INSTRUCTIONS
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 this form will be made a matter of public record in the
Commission file.
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 report 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) or Regulation S-T.
<PAGE>
Exhibit A
Part IV Other Information
Item (3)
The Company acquired all of the issued and outstanding common stock of I-Link
Worldwide Inc. on February 13, 1996. An operating loss from this subsidiary
is estimated to be approximately $1,200,000 for the quarter ended June 30, 1996
and $3,900,000 for the sis months ended June 30, 1996. Therefore, the Company
estimates it will have a net loss for the quarter and the six months ended June
30, 1996. Estimated revenues, operating profits and net loss for the quarter
and for the six months ended March 31, 1996 (rounded to the nearest $100,000)
are as follows:
<TABLE>
<CAPTION>
Three Months Three Months Six Months Six Months
Ended Ended Ended Ended
June 30, 1996 June 30, 1995 June 30, 1996 June 30, 1996
(estimated) (actual) (estimated) (actual)
------------- ------------- -------------- --------------
<S> <C> <C> <C> <C>
Net operating revenues $ 640,000 $ 758,359 $ 1,300,000 $ 1,875,852
Net operating loss 1,400,000 95,857 4,100,000 331,726
Net loss 1,500,000 97,343 4,200,000 381,303
</TABLE>
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