UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
SEC FILE NUMBER 0-21054
(CHECK ONE): [X] FORM 10-K AND FORM 10-KSB [ ] FORM 20-F
FORM 11-K
[ ] FORM 10-Q AND FORM 10-QSB [ ] FORM N-SAR
FOR THE 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:
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: Synagro Technologies, Inc.
Former Name if Applicable: N/A
Address of Principal Executive Office (Street and Number): 1800 Bering,
Suite 1000 City, State and Zip Code: Houston, Texas 77057
PART II - RULES 12b-25 (b) and (c)
<PAGE>
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)
The reasons described in reasonable detail in Part III of this form could
not be eliminated without unreasonable effort or expense.
The subject annual report, semi-annual report, transition report on Form
10-K, Form 20-F, Form 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 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
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 and Form 10-KSB,
20-F,11-K, 10-Q and Form 10-QSB, N-SAR, or the transition report or portion
thereof could not be filed within the prescribed period:
The Company is currently in discussions with the Securities and Exchange
Commission concerning a change in the useful life of goodwill resulting from an
acquisition prior to 1997, which discussion the Company expects to resolve soon.
The amount in question would affect net income and earnings per share in 1997 by
approximately $97,000 and $.01 per share, respectively.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
ROSS M. PATTEN (713) 369-1700
(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 answer
is no, identify report(s). Yes [X] 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 portions thereof? Yes [ ] No [X]
If so, attached 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.
SYNAGRO TECHNOLOGIES, 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: MARCH 31, 1999 By: /s/ ROSS M. PATTEN
Ross M. Patten, Chief Executive Officer
