Securities and Exchange Commission
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
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SEC FILE NUMBER
0-21504
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(Check One):
(X) Form 10-K ( ) Form 20-F ( )Form 11-K
( ) Form 10-Q ( ) Form N-SAR
For Period Ended: September 30, 2000
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( ) 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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Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
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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:
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PART I - REGISTRANT INFORMATION
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Full Name of Registrant: Quad Systems Corporation
Address of Principal Executive Office
(Street and Number) 2405 Maryland Road
City, State and Zip Code Willow Grove, PA 19090
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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.
(X) (b) The subject annual report, semi-annual report, transition report on
Form 10-K, Form 10-KSB, Form 20-F, Form 11-K, 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 Form 10-QSB, or portion thereof will be filed on or
before the fifth calendar day following the prescribed due date.
( ) (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached, if applicable.
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PART III - NARRATIVE
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State below in reasonable detail the reasons why Form 10-K, 10-KSB,
11-K, 20-F, 10-Q, 10-QSB, N-SAR or the transition report portion
thereof could not be filed within the prescribed time period. (Attach
extra sheets if needed.)
On December 18, 2000, the Company filed a voluntary petition for
reorganization under Chapter 11 of the Federal Bankruptcy Code in the federal
court for the Eastern District of Pennsylvania, in Philadelphia. The Company has
made the required filing on Form 8-K with respect to such petition. Prior to
filing the petition, the Company's Senior Management had been engaged in
activities seeking to restructure or refinance the Company's indebtedness or to
obtain additional infusions of capital, which efforts are continuing but as to
which no specific conclusions have yet been reached. Accordingly, the Company
has not been able to compile the requisite financial data and other narrative
information necessary to enable it to have sufficient time to complete the
Company's Annual Report on Form 10-K by December 26, 2000, the required filing
date, without unreasonable effort and expense.
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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.
Anthony R. Drury (215) 784-4519
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(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
(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.
Additional information was provided in the Company's November 14, 2000
Press Release with respect to results of operations for fiscal year-ended 2000.
For the fiscal year-ended 2000, net sales were $52.0 million, compared to $45.1
million for the same period last year. The net loss for fiscal year-end 2000 was
$6.8 million, or $1.51 per diluted share, compared to a net loss of $6.3
million, or $1.43 per diluted share, in the prior period.
Quad Systems Corporation
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(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: December 26, 2000 By: /s/ Anthony R. Drury
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Name: Anthony R. Drury
Title: Senior Vice President,
Finance and Chief Financial Officer
