UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
SEC File No: 1-11568
CUSIP No: 69364P109
(Check one): Form 10-K Form 20-F Form 11-K X Form 10-Q Form N-SAR
For Period Ended: June 30, 1997
___Transition Report on Form 10-K
___Transition Report on Form 20-F
___Transition Report on Form II-K
___Transition Report on Form IO-K
___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
PTI HOLDING INC.
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Full Name of Registrant
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Former Name if Applicable
C/o 15 East North Street
Address of Principal Executive Office (Street and Number)
Dover, DE 19901
City, State, and Zip Code
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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, 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
PART III - NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 20-F, 1 I-K, IO-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period (Attached Extra Sheets if Needed).
Effective during the second quarter of 1997, the Registrant acquired
Flents Products Co., Inc. a corporation engaged in the sale of safety
and medical supplies and equipment. The acquisition was deemed
effective as of June 1, 1997. As a result of having to consolidate
Flents Product Co., Inc.'s results of operations into those of the
Registrant, the Registrant has been unable to assemble the necessary
information for the Registrant's Quarterly Report on Form 10-QSB for
the fiscal quarter ended June 30, 1997 on a timely basis and without
unreasonable effort.
PART IV - OTHER INFORMATION
(1) Name and Telephone number of person to contact in regard to this
notification
Seth A. Akabas 212 308-8505
(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under section 13 or 15(d) of the
Securities and 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
(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, state below 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.
The Registrant in the quarter ended June 30, 1997 had net sales of
$9,943,409, as compared to net sales of $6,820,979 for the quarter
ended June 30, 1996. The increase in sales represents increased orders
from the Registrant's major customers, the addition of new customers,
an increase in the slae of the Registrant's bicycle and bicycle
accessory products, and the sales by the acquired business (Flents
Product Co., Inc.) in the month of June, 1997. The Registrant had a
net loss of $2,811,506 during the quarter ended June 30, 1997
as compared to net income of $884,122 during the same period in 1996.
PTI HOLDING 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 14, 1997 By: /s/ Meredith W. Birrittella
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Chief Executive Officer
