COACTIVE MARKETING GROUP INC
NT 10-Q, 1999-11-12
NON-OPERATING ESTABLISHMENTS
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                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 12b-25

                                                  Commission File Number 0-20394

                           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 September 30, 1999
                      ---------------------------------------------------------
[ ]    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
                                      -----------------------------------------
    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:
                                                       ------------------------

                                     PART I
                             REGISTRANT INFORMATION

Full name of registrant CoActive Marketing Group, Inc.
                        --------------------------------------------------------

Former name if applicable Inmark Enterprises, Inc.
                          ------------------------------------------------------

Address of principal executive office (Street and Number)

415 Northern Boulevard
- -------------------------------------------------------------------------------

City, State and Zip Code Great Neck, New York 11021
                         ------------------------------------------------------












<PAGE>



                                     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;

   [X]    (b)     The subject  annual  report,  semi-annual  report,  transition
                  report on 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.

                                    PART III
                                    NARRATIVE

         State below in reasonable detail the reasons why Form 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.)

         The registrant is in the process of  negotiating a modification  to its
existing  loan  facility,  which it expects to complete  within 5 calendar  days
after the prescribed due date for its quarterly report on Form 10-Q.  Filing the
annual report on Form 10-Q before the completion of the loan modification  would
require the registrant to restate its financial statements,  which would require
the registrant to exert unreasonable efforts and incur unreasonable expense.

                                     PART IV
                                OTHER INFORMATION

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

                  Zev M. Bomrind                (212)          479-6113
                  --------------------------------------------------------------
                  (Name)                     (Area Code)  (Telephone Number)

         (2) Have all other periodic  reports required under Section 13 or 15(d)
or 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




<PAGE>


         (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.

It is  anticipated  that the  registrant  will have a net loss of  approximately
$(273,140) for the quarter ended  September 30, 1999 as opposed to net income of
$665,285  for the quarter  year ended  September  30, 1998.  The  difference  in
earnings is attributable to a decline in sales volume of Inmark Services,  Inc.,
an operating subsidiary of the registrant, and an increase in operating expenses
primarily attributable to amortization of goodwill and interest expense incurred
in connection with the acquisition of U.S. Concepts, Inc. at December 29, 1998.


                         CoActive Marketing Group, 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     November 12, 1999                    By /S/ Donald A. Bernard
    ----------------------------------------    --------------------------------
                                                 Donald A. Bernard
                                                 Executive Vice President and
                                                 Chief Financial 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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