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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.20549
FORM 12b-25
NOTIFICATION OF LATE FILING ---------------
SEC FILE NUMBER
0 - 28920
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CUSIP NUMBER
004317202
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(Check One)
[x] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 10-Q and Form 10-QSB
For Period Ended:...............June 30, 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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If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates:
...........................NOT APPLICABLE..............................
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PART 1--REGISTRANT INFORMATION
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Full Name of Registrant.......ACCESS SOLUTIONS INTERNATIONAL, INC......
Former Name of Applicable
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Address of Principal Executive Office (Street and Name)
..........................650 TEN ROD ROAD.............................
City, State and Zip Code
..........................NORTH KINGSTOWN, RI 02852....................
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PART II - RULES 12b-25 (b) AND (c)
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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 )
[X] (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 on Form 10SB will be filed on or before the
fifteenth 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.
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PART III - NARRATIVE
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PaperClip Software, Inc. and Access Solutions International, Inc. had previously
announced on May 27, 1998 that the Merger Agreement between the companies had
not been consummated because certain financing contingencies necessary to
complete the merger had not been satisfied. At that time, the deadline to
complete the merger was extended to August 24, 1998. ASI notified PaperClip on
August 25, 1998 that it will not extend the Merger Agreement and will allow it
to terminate under terms provided by that agreement.
In conjunction with the merger, Access Solutions International, Inc. had
previously commenced closing its corporate offices in North Kingstown, RI was in
process of moving financial records to NJ and its management had selected a NJ
based CPA firm which was to be ratified by its board of directors. Termination
of the merger agreement required the Company to redirect financial operations to
the RI facility, return the financial records to RI and select a RI based firm
for the year end audit. The Company has not been able to secure an outside CPA
firm who is willing to commit to completion of the audit in time to be able to
allow the Company to submit the required 10qsb report to the SEC by the
deadline, or the extended deadline.
In addition, the termination of the merger agreement has left the Company with
substantial short term debt in the form of vendor payables. A major vendor
included in the Company's list of payables includes its former accountant, Price
Waterhouse. It is necessary to make substantial payments to Price Waterhouse in
order to obtain access to the prior year's working papers. These payments will
substantially increase the risk that the Company will not have adequate cash to
meet its requirements over the next four months.
The Company's stock closed at 0.031 cents per share on September 9, 1998 and has
had a 30 day average trading volume of 5,000 shares, (approximately $155.00 per
day). The Company believes that the failure to meet the SEC extended deadline
will not have a strong impact on investors due to the above weak trailing
market.
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PART IV- OTHER INFORMATION
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(1) Name and Telephone number of person to contact in regard to this
notification
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......DENIS MARCHAND...........................401..295-2691...........
(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
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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?
[ ] Yes [X] 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.
ACCESS SOLUTIONS INTERNATIONAL, INC.
(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date SEPTEMBER 29,1997 By /s/Denis Marchand
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Denis Marchand, Vice President
of Finance and Administration
and Chief Accounting Officer
