Semotus Solutions Inc - Notification that Quarterly Report will be submitted late (NT 10-Q)
February 14 2008 - 2:01PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
SEC File Number:
CUSIP Number: 81684P 206
(Check One): |_| Form 10-K |_| Form 20-F |_| Form 11-K |X| Form 10-Q
|_| Form 10-D |_| Form N-SAR |_| Form N-CSR
For Period Ended: DECEMBER 31, 2007
|_| 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
|_| Transition Report on Form N-CSR
For the Transition 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
Semotus Solutions, Inc.
Full Name of Registrant
718 University Ave., Suite 202
Address of Principal Executive Office (Street and number)
Los Gatos, California 95032
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 Form
N-CSR, 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, subject distribution report on Form 10-D, 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 Forms 10-K, 20-F, 11-K, 10-Q,
10-D, N-SAR, N-CSR or the transition report or portion thereof, could not be
filed within the prescribed time period. (Attach extra sheets if needed.)
The Registrant was unable to file its Quarterly Report on Form 10-QSB for the
fiscal quarter ended December 31, 2007 (the "3rd Quarter Form 10-QSB") by the
prescribed due date of February 14, 2008 without unreasonable effort and expense
due to the fact that the Registrant, which has a small accounting staff, has
devoted substantial time and effort to recent business matters affecting the
Registrant. As a result, the Registrant has not been able to finalize its 3rd
Quarter Form 10-QSB, and accordingly, the Registrant needs more time to finalize
the financial statements and related disclosure to be included in the 3rd
Quarter Form 10-QSB. Management continues to work diligently to obtain the
necessary information, and the Registrant expects to file the 3rd Quarter Form
10-QSB on or before the fifth calendar day following the prescribed due date.
PART IV--OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Charles K. Dargan, II (310) 574-9119
(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? |_| 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.
Semotus Solutions, 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: February 14, 2008 By: /s/ Charles K. Dargan, II
------------------------------
Name: Charles K. Dargan, II
Title: CFO
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