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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
Commission File Number 1-13704
NOTIFICATION OF LATE FILING
(Check One): [X]Form 10-K-SB [ ]Form 11-K [ ]Form 20-K [ ]Form 10-Q
[ ] Form N-SAR
For Period Ended:____________________________________________
[ ] 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 Period Ended:____________________________________________
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 Prologic Management Systems, Inc.__________________
Former name if applicable
____________________________________________________________________________
Address of principal executive office (Street and number)
2030 East Speedway Boulevard
City, state and zip code Tucson, Arizona 85719
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.)
[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, 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.
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PART III
NARRATIVE
State below in reasonable detail the reasons why Form 10-K, 11-K, 20-F,
10-Q, N-SAR or the transition report portion thereof could not be filed
within the prescribed time period. (Attach extra sheets if needed.)
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
William Wallin (520) 320-1000
(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 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.
PROLOGIC MANAGEMENT SYSTEMS, 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 June 30, 1997 By /s/ William Wallin, Chief Financial Officer
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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 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, DC 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 the 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.
5. Electronic Filers. This form shall not be used by electronic filers
unable to timely file a report solely due to electronic difficulties. Filers
unable to submit a report within the time period prescribed due to
difficulties in electronic filing should comply with either Rule 201 or Rule
202 of Regulation S-T or apply for an adjustment in filing date pursuant to
Rule 13(b) of Regulation S-T.
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PROLOGIC MANAGEMENT SYSTEMS, INC.
ATTACHMENT 2 TO FORM 12b-25
PART IV.3
The registrant anticipates that the following significant changes in
results of operations for the fiscal year ended March 31, 1997 will be reflected
in the earnings statements to be included in the registrant's annual report on
Form 10-KSB for the fiscal year then ended:
<TABLE>
<S> <C>
Net sales: $13,860,000, as compared to $2,624,000 in the fiscal
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year ended March 31, 1996 ("fiscal 1996")
Cost of sales: $11,450,000, as compared to $1,744,000 in fiscal 1996
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Gross profit: $2,410,000, as compared to $880,000 in fiscal 1996
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Total operating expense: $4,990,000, as compared to $1,841,000 in fiscal 1996
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Net loss before taxes: $(3,140,000), as compared to $(1,763,000) in fiscal 1996
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Net loss per share: $(.87), as compared to $(.76) in fiscal 1996
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</TABLE>
The increases in total revenues and total expenses in fiscal 1997 were
primarily attributable to the results of the registrant's wholly owned
subsidiary, BASIS, Inc., which the registrant acquired in August 1996. In
addition, the results of fiscal 1996 include only seven (7) months of the wholly
owned subsidiary, Great River Systems, Inc., while fiscal 1997 includes an
entire twelve (12) months of revenues and expenses. During the seven months of
fiscal 1996 following the acquisition, BASIS, Inc. contributed approximately
$8,610,000 of revenues to the registrant's fiscal 1997 consolidated results and
a similar amount of expense.
The registrant's working capital at March 31, 1997 was approximately
$100,000, as compared to approximately $2,297,000 at March 31, 1996.
