UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC File No.: 1-12350
CUSIP No.: 1-12350
(Check One) { } Form 10-K and Form 10-KSB { }
Form 20-F {X} Form 10Q and Form 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:
_____________________________________
- -------------------------------------------------------------
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
REGENESIS HOLDINGS, INC.
- -------------------------------------------------------------
Full Name of Registrant
N/A
- -------------------------------------------------------------
Former Name if Applicable
<PAGE>
930 Washington Avenue 4th Floor
- -------------------------------------------------------------
Address of Principal Executive Office (Street and Number)
Miami Beach, Florida 33139
- -------------------------------------------------------------
City, State and Zip Code
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;
(b) The subject annual report, semi-annual report, transition report on Form
10-K, 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 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 12(b) - 25(c)
has been attached if applicable.
Part III - NARRATIVE
State below in reasonable detail the reasons why the Form 10-K and Form 10-KSB,
11-K, Form 10-Q and Form 10-QSB or N-SAR or the transition report or portion
thereof could not be filed within prescribed time period. (Attach Extra Sheets
if Needed)
The Company was unable to file its quarterly report on a timely fashion due to
the strain on its administrative resources imposed by the preparations of the
15c211.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Larry Gallo (212) 695-4400
- ---------------- --------------- ------------------
(Name) (Area Code) (Telephone Number)
<PAGE>
(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 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? { }
Yes { X } 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.
- -------------------------------------------------------------
REGENESIS HOLDINGS, 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 15, 1999 /s/ Larry Gallo
-------------------------
Larry Gallo
CEO and President
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.
