0001144204-14-019889.txt : 20140401 0001144204-14-019889.hdr.sgml : 20140401 20140401153733 ACCESSION NUMBER: 0001144204-14-019889 CONFORMED SUBMISSION TYPE: NT 10-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20131231 FILED AS OF DATE: 20140401 DATE AS OF CHANGE: 20140401 EFFECTIVENESS DATE: 20140401 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GRANDPARENTS.COM, INC. CENTRAL INDEX KEY: 0001020475 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 931211114 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: NT 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21537 FILM NUMBER: 14734044 BUSINESS ADDRESS: STREET 1: 589 EIGHTH AVENUE, 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10018 BUSINESS PHONE: 646-839-8800 MAIL ADDRESS: STREET 1: 589 EIGHTH AVENUE, 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10018 FORMER COMPANY: FORMER CONFORMED NAME: NorWesTech, Inc. DATE OF NAME CHANGE: 20110913 FORMER COMPANY: FORMER CONFORMED NAME: Pacific Biomarkers, Inc. DATE OF NAME CHANGE: 20100212 FORMER COMPANY: FORMER CONFORMED NAME: PACIFIC BIOMETRICS INC DATE OF NAME CHANGE: 19960813 NT 10-K 1 v373492_nt10k.htm NT 10-K

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 12b-25

 

NOTIFICATION OF LATE FILING

OMB APPROVAL
OMB Number: 3235-0058
Expires: August 31, 2015
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SEC FILE NUMBER
000-21537
 
CUSIP NUMBER
386617 104

 

(Check one):   x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR
    For Period Ended: December 31, 2013  
         
    ¨   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

 

Grandparents.com, Inc.
Full Name of Registrant
 
N/A
Former Name if Applicable
 
589 Eighth Avenue, 6th Floor
Address of Principal Executive Office (Street and Number)
 
New York, New York 10018
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 of transition report on Form 10-Q or 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 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.

 

Grandparents.com, Inc. (the “Registrant”) was unable, without unreasonable effort or expense, to file its Annual Report on Form 10-K for the year ended December 31, 2013 (the “Report”) on or before the prescribed March 31, 2014 filing date applicable to smaller reporting companies due to a delay experienced by the Registrant in completing its financial statements and other disclosures to be included in the Report. The Registrant anticipates that it will file the Report no later than the fifteenth (15th) calendar day following the prescribed filing date.

 

(Attach extra Sheets if Needed)

 

PART IV — OTHER INFORMATION

 

(1)   Name and telephone number of person to contact in regard to this notification
             
    Steven E. Leber   646   839-8800
    (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 answer is no, identify report(s).
    Yes x     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.
     
    See attachment.

 

Grandparents.com, Inc.
(Name of Registrant as Specified in Charter)

 

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

 

  GRANDPARENTS.COM, INC.
     
Date: April 1, 2014 By: /s/ Steven E. Leber
    Steven E. Leber
    Co-Chief Executive Officer

 

 

ATTENTION

Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).

 

 

 
 

 

Attachment to Form 12b-25

Grandparents.com, Inc.

 

The Registrant expects that its Consolidated Statements of Operations to be filed with the Report will reflect the following:

 

Revenue for the year ended December 31, 2013 (“2013”) increased $180,527, or 54.8%, to $510,054 compared to $329,527 for the year ended December 31, 2012 (“2012”). The increase in revenue during 2013 compared to 2012 is due to an increase in website traffic which resulted in a greater number of impressions and, as a result, the Registrant’s ability to charge for those impressions increased.

 

Total operating expenses for 2013 decreased approximately $1,818,082, or 16.5%, to approximately $9,209,000 compared to $11,027,082 for 2012. The decrease in total operating expenses for 2013 was due primarily to the absence of transaction expenses and management fee expenses of $2,924,592 and $100,000, respectively, which were incurred during 2012. In addition, the decrease was attributable to reductions during 2013 in expenses related to selling and marketing, salaries, accounting, legal, SEC filing fees, other general and administrative and depreciation and amortization. The decreases were partially offset by increases in expenses related to rent, consulting and equity-based compensation.

 

Net loss for 2013 was approximately $9,249,000 compared to $10,875,185 for 2012, a decrease of approximately $1,626,185, or 15.0%.