-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MXWkHydY7XN64dFuv9BLBgCPR88Df8DUIj5vLsDGmW9e/rBLNncSh9iHBXKMBAGJ t59Ign/GH50hGwcYsRdw2g== 0001026700-01-500125.txt : 20010702 0001026700-01-500125.hdr.sgml : 20010702 ACCESSION NUMBER: 0001026700-01-500125 CONFORMED SUBMISSION TYPE: NT 10-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010331 FILED AS OF DATE: 20010629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LAM SW INC CENTRAL INDEX KEY: 0001030860 STANDARD INDUSTRIAL CLASSIFICATION: JEWELRY, PRECIOUS METAL [3911] IRS NUMBER: 621563911 STATE OF INCORPORATION: NV FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: NT 10-K SEC ACT: SEC FILE NUMBER: 000-22049 FILM NUMBER: 1670654 BUSINESS ADDRESS: STREET 1: UNIT 25 32 2ND FLOOR BLOCK B FOCAL IND C STREET 2: MAN LOK STREET CITY: HUNGHOM, HONG KONG STATE: K3 ZIP: 12345 BUSINESS PHONE: 0118522766 MAIL ADDRESS: STREET 1: UNIT 25 32 2ND FLOOR BLOCK B FOCAL IND C STREET 2: MAN LOK STREET CITY: KOWLOON, HONG KONG STATE: K3 NT 10-K 1 subfm12b25_33101.txt U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 0-22049 (Check One): [X] Form 10-K and Form 10-KSB [ ] Form 11-K [ ] Form 20-F [ ] Form 10-Q and Form 10-QSB [ ] Form N-SAR For Period Ended: March 31, 2001 ------------------- [ ] Transition Report on Form 10-K and Form 10-KSB [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q and Form 10-QSB [ ] Transition Report on Form N-SAR For the Transition Period Ended: ------------------------ Read Attached Instruction Sheet 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 - -------------------------------------------------------------------------------- Full Name of Registrant S.W. Lam, Inc. -------------------------------------------------- Former Name if Applicable -------------------------------------------------- Address of Principal Executive Unit 25-32, 2nd Floor, Block B, Focal Industrial Offices (Street and Number) Centre, 21 Man Lok St. -------------------------------------------------- City, State and Zip Code Hunghom, Hong Kong -------------------------------------------------- - -------------------------------------------------------------------------------- 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, 10-KSB, 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, 10-QSB, 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, 10-KSB, 11-K. 20-F, 10-Q, 10-QSB, N-SAR, or the transition report or portion thereof could not be filed within the prescribed time period. (Attach extra sheets if needed.) The registrant has experienced delays in completing its financial statements for the year ended March 31, 2001 as a result of a substantial acquisition by the Company's Hong Kong operating subsidiary which requires the inclusion of financial data from the acquired company in the financial statements of that subsidiary and results in the reclassification of the registrant's principal operating subsidiary to an associated company. As a result, the registrant is unable to file its Form 10-K for the year ended March 31, 2001 by the prescribed due date. - -------------------------------------------------------------------------------- PART IV OTHER INFORMATION - -------------------------------------------------------------------------------- (1) Name and telephone number of person to contact in regard to this notification Hank Vanderkam 713 547-8900 --------------- ----------- ------------------ (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. See attached rider - -------------------------------------------------------------------------------- S.W. LAM, INC. ------------------------------------------ (Name of Registrant as specified in charter) Has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized. Date June 29, 2001 By /s/ Ng Yee Mei ---------------- --------------- Ng Yee Mei, Vice President and Director 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, 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 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 notification 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. S.W. LAM, INC. Form 12b-25 Year Ended March 31, 2001 RIDER Part IV. As a result of a substantial acquisition by the principal operating Item (3) subsidiary of the registrant,the company's principal operating subsidiary will be reclassified as an associated company and the company will report the operating results of that subsidiary under the equity method of accounting. As a result of that transaction, the company anticipates reporting no operating revenues from the date of that transaction through the end of the fiscal year March 31, 2001 and net loss for the year consisting of net income through the date of acquisition plus the company's proportionate interest in the net income of its associated company from that date till the end of the fiscal year and loss on disposal of the said principal operating subsidiary. Net loss for the year is expected to be approximately $6 million. -----END PRIVACY-ENHANCED MESSAGE-----