0001021435-12-000021.txt : 20120514 0001021435-12-000021.hdr.sgml : 20120514 20120514170733 ACCESSION NUMBER: 0001021435-12-000021 CONFORMED SUBMISSION TYPE: NT 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120514 FILED AS OF DATE: 20120514 DATE AS OF CHANGE: 20120514 EFFECTIVENESS DATE: 20120514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GRAPHON CORP/DE CENTRAL INDEX KEY: 0001021435 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 133899021 STATE OF INCORPORATION: DE FISCAL YEAR END: 0217 FILING VALUES: FORM TYPE: NT 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-21683 FILM NUMBER: 12839643 BUSINESS ADDRESS: STREET 1: 5400 SOQUEL AVENUE STREET 2: SUITE A2 CITY: SANTA CRUZ STATE: CA ZIP: 95062 BUSINESS PHONE: 8004727466 MAIL ADDRESS: STREET 1: 5400 SOQUEL AVENUE STREET 2: SUITE A2 CITY: SANTA CRUZ STATE: CA ZIP: 95062 FORMER COMPANY: FORMER CONFORMED NAME: UNITY FIRST ACQUISITION CORP DATE OF NAME CHANGE: 19960823 NT 10-Q 1 form12b25.htm FORM 12B-25 form12b25.htm

SEC FILE NUMBER - 000-21683
CUSIP NUMBER - 388707 10 1
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 12b-25
 
NOTIFICATION OF LATE FILING
 
 
(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:  March 31, 2012
 
[   ] 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 Instructions (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
 
GraphOn Corporation
Full Name of Registrant
 
Former Name if Applicable
5400 Soquel Avenue, Suite A-2
Address of Principal Executive Office (Street and Number)
Santa Cruz, California 95062
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 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 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 the Forms 10-K, 20-F, 11-K, 10-Q, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
 
The Form 10-Q could not be filed within the prescribed time period because of delays caused by transitions in the management team and the appointment of the interim chief executive officer and the interim chief financial officer.
 
PART IV – OTHER INFORMATION
 
(1)  
Name and telephone number of person to contact in regard to this notification:
 
S. Elizabeth Foster
212
768-6700
(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).
 
 
 [  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 hereof?  
[ X  ] Yes [   ] No   See Attachment A
 
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.
 

 
GraphOn Corporation
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
 
Date: May 14, 2012
By:   /s/ Eldad Eilam 
 
Eldad Eilam
 
Interim Chief Executive Officer
INSTRUCTION:  The form may be signed by an executive officer of the registrant or by any other fully 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.
 

 
- 2 -

 


 
Attachment A
 
The Registrant had total revenue of $1.6 million for the three-month period ended March 31, 2012 compared with total revenue of $1.5 million for the three-month period ended March 31, 2011. The Registrant had a net loss of $1.3 million, or $0.02 per share, for the three-month period ended March 31, 2012 compared with a net loss of $0.4 million, or $0.01 per share, for the three-month period ended March 31, 2011.
 

 
- 3 -