Form 12b-25
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25 Commission File No.
NOTIFICATION OF LATE FILING
(Check One):
[ ] Form 10-K and 10-KSB [ ]Form 20-F [ ] Form 11-K
[X] Form 10-Q and 10-QSB [ ]Form N-SAR
For Period Ended: September 30, 1999
[ ] 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: N/A
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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: eMarketplace, Inc.
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Former name if applicable: Computer Marketplace, Inc.
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Address of principal executive office 255 WEST JULIAN STREET, SUITE 100
(street and number) ---------------------------------
City, State and Zip Code SAN JOSE, CA 95110
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PART II - RULES 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)
[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 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 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 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. (Attach Extra Sheets if
Needed)
The Company has not been able to compile the requisite financial data
necessary to enable it to have to have sufficient time to complete the Company's
financial statements by November 15, 1999, which is the required filing date for
the Company's quarterly report on Form 10-QSB, without unreasonable effort and
expense.
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PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Name: L. Wayne Kiley
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Area Code and Telephone number: (408) 275-1229
(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 reports) 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, 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. See Exhibit A.
EMARKETPLACE, INC. has caused his notification to be signed on its behalf by the
undersigned thereunto duly authorized.
Date November 15, 1999 By /s/ L. WAYNE KILEY
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Name: L. Wayne Kiley
Title: Chief Executive Officer and President
ATTENTION
INTENTION MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL
CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).
GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 (17 CFR 240.12b-25 of the General
Rules and Regulations under the Securities Exchange Act of 1934.
2. One signed original and four conformed copies of this form and
amendments thereto must be completed and filed with the Securities and
Exchange Commission, Washington, D.C. 20549, in accordance with Rule
0-3 of the General Rules and Regulations under the Act. The information
contained in or filed with the form will be made a matter of public
record in the Commission files.
3. A manually signed copy of the form and amendments thereto shall be
filed with each national securities exchange on which any class of
securities of the registrant is registered.
4. Amendments to the notifications must also be filed on form 12b-25 but
need not restate information that has been correctly furnished. The
form shall be clearly identified as an amendment notification.
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Exhibit A
EMARKETPLACE, INC.
PART IV[3] NARRATIVE FOR FORM 12B-25
Three Months Ended September 30,
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1999 1998
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Revenues $ 2,882,249 $ --
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Net [Loss] $(1,380,099) $ (718)
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[Loss] Per Share $ (.11) $ --
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In April 1999, eMarketplace, Inc. (formerly Computer Marketplace, Inc.) (the
"Company") acquired E-Taxi, Inc. ("E-Taxi") in a business combination accounted
for as a "reverse acquisition." For accounting purposes, E-Taxi is deemed to be
the acquirer, and the Company is deemed to be acquired, under the purchase
method of accounting. Therefore, the financial information to be contained in
the Company's Quarterly Report on Form 10QSB will represent the historical
results of E-Taxi and the results of the Company from the date of acquisition
only. E-Taxi was incorporated in the State of Delaware on April 14, 1998 to
develop avertical Internet portal for the small office, home office ("SOHO")
market.
The acquisition of E-Taxi by the Company signified the adoption by the Company
of a new corporate strategy to develop, operate and acquire Internet businesses
that provide content, commerce and online services to demographically-targeted
audiences.
In April 1999, immediately prior to the Company's acquisition of E-Taxi, E-Taxi
acquired TechStore, L.L.C. ("TechStore"), an online retailer of computer
hardware and software, in a business combination accounted for as a purchase.
The results of operations include the results of TechStore from the date of
acquisition.
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