-----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, WH7kDPVKlBlYvLDMRWTRkSDSJUJ5+GpjOZvudVoVjZbsQ03zQDgeMlJ98cyVOj31 qco2of9msviwXuQLIWTGmQ== 0001000096-98-000578.txt : 19980929 0001000096-98-000578.hdr.sgml : 19980929 ACCESSION NUMBER: 0001000096-98-000578 CONFORMED SUBMISSION TYPE: NT 10-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980630 FILED AS OF DATE: 19980928 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: ORGANIC FOOD PRODUCTS INC CENTRAL INDEX KEY: 0001034992 STANDARD INDUSTRIAL CLASSIFICATION: CANNED, FRUITS, VEG & PRESERVES, JAMS & JELLIES [2033] IRS NUMBER: 943076294 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: NT 10-K SEC ACT: SEC FILE NUMBER: 000-22231 FILM NUMBER: 98716097 BUSINESS ADDRESS: STREET 1: 550 MONTEREY RD CITY: MORGAN HILL STATE: CA ZIP: 95037 BUSINESS PHONE: 4087821133 MAIL ADDRESS: STREET 1: 550 MONTEREY RD CITY: MORGAN HILL STATE: CA ZIP: 95037 NT 10-K 1 FORM 12B-25 UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB NUMBER: 3235-0058 Expires: May 31, 1997 Average estimated burden hours Washington, D.C. per response........2.50 FORM 12B-25 SEC FILE NUMBER NOTIFICATION OF LATE FILING ------------------------ CUSIP NUMBER ------------------------ (Check one): X Form 10-K Form 11-K Form 20-F Form 10-Q Form N-SAR --- --- --- --- --- For Period Ended: June 30, 1998 --------------- - -------------------------------------------------------------------------------- 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 Organic Food Products, Inc. - -------------------------------------------------------------------------------- Full Name of Registrant - -------------------------------------------------------------------------------- Former Name if Applicable 550 B. Monterey Road - -------------------------------------------------------------------------------- Address of Principal Executive Officer (Street and Number) Morgan Hill, CA 95037 - -------------------------------------------------------------------------------- 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, the following should be completed. (Check box if appropriate) ( (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 or semi-annual report/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 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 the Form 10-K, 11-K, 20-F, 10-Q or N-SAR or portion thereof, could not be filed within the prescribed time period. All financial information is not available to registrant, and the audit of the financial statement is not yet complete. PART IV -- OTHER INFORMATION (1) Name and telephone number of persons to contact in regard to this notification David J. O'Gorman 408 782-1133 ext. 138 -------------------------- --------- ----------------- (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 reports) been filed? If answer is no, identify report(s). X yes no ----- ----- - -------------------------------------------------------------------------------- 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. Registrant anticipates a loss of approximately $1,900,000 for the year ending June 30, 1998 before consideration of a possible SFAS 121 impairment. Calculations and analyses related to the issue are in process. Organic Food Products, 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: September 28, 1998 By: /s/ David J. O'Gorman ---------------------- ----------------------------- David J. O'Gorman Chief Financial Officer 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 (17 CFR 240.12b-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 public record in the Commissions 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 amendment notification. EX-1 2 LETTER FROM AUDITORS September 28, 1998 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. This letter is written in response to the requirement of Rule 12b-25(c) under the Securities Exchange Act of 1934 and in satisfaction of item (c) of Part II of Form 12b-25. We are independent auditors of Organic Food Products, Inc. (the "Registrant"). the Registrant has stated in Part III of its filing on Form 12b-25 that it is unable to timely file, without unreasonable effort or expense, its Annual Report on Form 10-KSB for the year ended June 30, 1998 because, in part, our Firm has not completed our audit of the financial statements of the Registrant for the year then ended, and is therefore unable to furnish the required opinion on such financial statements. We hereby advise you that we have read the statements made by the Registrant in Part III of its filing on Form 12b-25 for the year ended June 30, 1998, and agree with the statements made therein. By: /s/ BDO Seidman, LLP ---------------------------------- BDO Seidman, LLP -----END PRIVACY-ENHANCED MESSAGE-----