PRODUCTIVITY SYSTEMS ACQUISITION CORP
NT 10-Q, 1996-11-14
METALWORKG MACHINERY & EQUIPMENT
Previous: PRIME RETAIL INC, 10-Q, 1996-11-14
Next: GREENPOINT FINANCIAL CORP, 10-Q, 1996-11-14




              -----------------------------------------------------
                          Commission File No.: 0-24242
              -----------------------------------------------------
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

(Check One):
| | Form 10-K   |_| Form 11-K |_| Form 20-F   |X| Form 10-Q   |_| Form N-SAR


  
 For Period Ended: September 30, 1996
 [ ] 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

PRODUCTIVITY TECHNOLOGIES CORP.
Full Name of Registrant

PRODUCTION SYSTEMS ACQUISITION CORPORATION
Former Name if Applicable

520 Madison Avenue
Address of Principal Executive Office (Street and Number)

New York, New York  10022
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;

|X|      (b)  The subject annual report,  semi-annual report,  transition report
              on Form 10-K, Form 20-F,  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
             12b-25(c) has been attached if applicable.


                              PART III - NARRATIVE

State below in  reasonable  detail the reasons  why the Form 10-K,  11-K,  10-Q,
N-SAR, or the transition  report or portion  thereof,  could not be filed within
the  prescribed  time  period.  (Attach  Extra Sheets if Needed).

Adjustments  must be made to 1995 accounts of acquired  company so that they are
in proper form to provide comparisons to 1996 quarter.

<PAGE>


                           PART IV - OTHER INFORMATION


(1)      Name and telephone number of person to contact in regard to this
         notification

         Noah Scooler             212          818-8880
         (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 reports)
         been filed? If answer is no, identify
         report(s)                                          |X|  Yes    |_| No

         ----------------------------------------------------------------------

         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.

A  significant  change in financial  results  between the first  quarters  ended
September 30, 1995 and  September  30, 1996 is expected,  due primarily to large
development  expenses  associated  with the launch of a new product  (destacker)
application.  First  shipments  of the new  application  occurred in the quarter
ended September  30,1996,  and major  development costs for the application were
allocated to the first  shipment,  which  substantially  reduced gross  margins.
Remaining  shipments  of the  application  are  expected  to  contribute  normal
margins.  In  addition,  the  Company  absorbed  higher  than usual  general and
administrative costs during the quarter associated with its acquisition of Atlas
Technologies.
- -------------------------------------------------------------------------------
                         PRODUCTIVITY TECHNOLOGIES CORP.
                  (Name of Registrant as Specified in Charter)


has caused this notification to be signed on its behalf by the undersigned 
hereunto duly authorized.


Date  November 14, 1996           By   /s/ Samuel N. Seidman
      -----------------           ---------------------------------
                                   Samuel N. Seidman, 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.

                                    ATTENTION
- -------------------------------------------------------------------------------
Intentional 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 amended notification.


<PAGE>




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission