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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
Commission File Number ________
NOTIFICATION OF LATE FILING
(Check One): / / Form 10-KSB / / Form 11-K / / Form 20F /x/ Form 10-QSB
/ / Form N-SAR
For Period Ended: December 31, 1996
/ / 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 Diplomat Corporation
Former name if applicable
Address of principal executive office (Street and number) 25 Key Fries Drive
City, state and zip code Stony Point, New York 10980
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 appropriate box.)
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/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, 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
The Company is unable to file its form 10-QSB within the prescribed period
because it has not yet filed its 10-KSB for the year ended September 30, 1997.
Many disclosures in the 10-QSB are contingent on the final version of the
10-KSB, making preparation difficult. Furthermore, the Company has been focusing
its resources on completing the 10-KSB before fully turning its attention to the
10-QSB. As explained in the 12b-25 filed with respect to the 10-KSB, the Company
has undergone significant changes in management which have made preparation of
these reports impracticable. However, the Company fully expects to be able to
file within the additional time allowed by this report.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Wesley C. Fredericks, Jr. (212) 752-9700
(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 for 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).
/ / Yes /x/ No
The Company has not filed its 10-KSB for the period ending
September 30, 1996. A 12b-25 has been filed extending the due date until
February 26, 1997.
(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
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In the period covered by this 10-QSB, the Company had total revenues of
$7,047,522 and a net income of $521,401 compared to a loss of $1,179,356 for the
comparable period of the prior year. The Company is reporting significantly
increased revenues, costs of goods sold and selling, general and administrative
expenses due to the acquisition of Biobottoms, Inc. The acquisition agreement
was previously filed as an exhibit to the Company's 10-KSB for the year ended
December 31, 1995. The increase in net income is due to the increased sales and
a restructuring whereby the Company eliminated certain product and distribution
lines. Details of the restructuring were disclosed in an 8K filing on November
26, 1996.
Diplomat Corporation
(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date February 18, 1997 By /s/ Jonathan Rosenberg
Jonathan Rosenberg
President and Chief Executive 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.
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