HYBRIDON INC
NT 10-K, 1999-04-01
BIOLOGICAL PRODUCTS, (NO DIAGNOSTIC SUBSTANCES)
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

(Check One):   |X| Form 10-K  |_| Form 20-F  |_| Form 11-K  |_| Form 10-Q  
               |_| Form N-SAR

               For Period Ended: December 31, 1998 

               [ ] 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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  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:
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PART I - REGISTRANT INFORMATION

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Full Name of Registrant:      Hybridon, Inc.
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Former Name if Applicable:    N/A
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Address of Principal Executive Office (Street and Number)

                      155 Fortune Blvd.
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City, State and Zip Code
                      Milford, Massachusetts  01757
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PART II -- RULES 12b-25(b) AND (c)

If the subject  report could not be filed without  reasonable  effort or expense
and the  registrant  seeks  relief  pursuant to Rule 12b- 25(b),  the  following
should be completed. (Check box if appropriate)


      [X] (a)  The reasons  described in  reasonable  detail in Part III of this
               form  could  not be  eliminated  without  unreasonable  effort or
               expense;
      [X] (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 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.






<PAGE>

PART III -- NARRATIVE

State below in reasonable  detail the reasons why Forms 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's  Annual  Report on Form 10-K for the  fiscal  year ended
      December  31, 1998 could not be filed  within the  prescribed  time period
      because certain  information  relating to and necessary for the completion
      of the Registrant's  financial statements and management's  discussion and
      analysis of financial  condition  and results of  operations  could not be
      obtained by the Registrant  within such time period  without  unreasonable
      effort or expense.  Registrant  believes that the subject Annual Report on
      10-K will be filed within the prescribed  grace period  provided for under
      Rule 12b-25  promulgated by the Securities and Exchange  Commission  under
      the Securities Exchange Act of 1934, as amended.




PART IV -- OTHER INFORMATION

(1)   Name  and  telephone  number  of  person  to  contact  in  regard  to this
      notification


        Monica C. Lord                 (212)                    715-9348
        ---------------------  -----------------------   ---------------------
             (Name)                 (Area Code)            (Telephone Number)


(2)     Have all other period 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 reports) 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

        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 Attachment I

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                                 Hybridon, 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     04/01/99             By    /s/ E. Andrews Grinstead, III
     ----------------               --------------------------------------------
                                        E. Andrews Grinstead, III
                                        Chairmen, President and 
                                        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
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Intentional  misstatements  or omissions  of fact  constitute  Federal  Criminal
Violations (See 18 U.S.C. 1001).
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<PAGE>

                                  Attachment I

               The Registrant  estimates  that its loss from  operations for the
twelve months ended  December 31, 1998,  will be  approximately  $ 26,000,000 as
compared  with loss from  operations  of $ 69,461,326  during the twelve  months
ended  December 31, 1997.  The  Registrant  estimates  that its net loss for the
twelve months ended  December 31, 1998,  will be  approximately  $ 17,000,000 as
compared with a net loss of $ 69,461,326 during the twelve months ended December
31,  1997.  These  decreases  resulted  primarily  from  implementation  of  the
Company's restructuring plan which was commenced in the second half of 1997.



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