-----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, DAgJ28qYuxTuIpLiipdAkbLsqOK2ysHUbmwGBOSVUsvfUvwMoUM+739UzKoZEIep B2jQTb1r63mNWUihTN3VOw== 0001070876-05-000046.txt : 20050401 0001070876-05-000046.hdr.sgml : 20050401 20050401155805 ACCESSION NUMBER: 0001070876-05-000046 CONFORMED SUBMISSION TYPE: NT 10-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041231 FILED AS OF DATE: 20050401 DATE AS OF CHANGE: 20050401 EFFECTIVENESS DATE: 20050401 FILER: COMPANY DATA: COMPANY CONFORMED NAME: POWER 3 MEDICAL PRODUCTS INC CENTRAL INDEX KEY: 0001063530 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731] IRS NUMBER: 650565144 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: NT 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-24921 FILM NUMBER: 05725480 BUSINESS ADDRESS: STREET 1: 8374 MARKET STREET STREET 2: SUITE 439 CITY: BRADENTON STATE: FL ZIP: 34202 BUSINESS PHONE: 9413603039 MAIL ADDRESS: STREET 1: 8374 MARKET STREET STREET 2: SUITE 439 CITY: BRADENTON STATE: FL ZIP: 34202 FORMER COMPANY: FORMER CONFORMED NAME: SURGICAL SAFETY PRODUCTS INC DATE OF NAME CHANGE: 19980924 NT 10-K 1 power123104nt10k.htm NOTIFICATION OF LATE FILING power123104nt10k



                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING


   (Check One): |X|Form 10-K or 10-KSB [ ]Form 20-F [ ]Form 11-K
                [ ]Form 10-Q or 10-QSB [ ]Form 10-D [ ]Form N-SAR [ ]Form N-CSR

                       For Period Ended: December 31, 2004

        [ ] 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: Not Applicable

PART I--REGISTRANT INFORMATION

Power 3 Medical Products, Inc.
Full Name of Registrant

Surgical Safety Products, Inc.
Former Name if Applicable

3400 Research Forest Drive, Suite B2-3
Address of Principal Executive Office (Street and Number)

The Woodlands, Texas  77381
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)

        (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
            of Form 10-K or Form 10-KSB, 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 Form 10-QSB 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.




                                       1




PART III-- NARRATIVE

        State below in reasonable detail the reasons why Forms 10-K or 10-KSB,
20-F, 11-K, 10-Q or 10-QSB, 10-D, N-SAR, N-CSR or the transition report or
portion thereof, could not be filed within the prescribed time period.

                During the fiscal year ended December 31, 2004, Power 3 Medical
        Products, Inc. (the "Company") purchased all of the assets of Advanced
        Bio/Chem, Inc., d/b/a ProteEx. The transaction was completed on May 18,
        2004 and was accounted for as a capital transaction rather than a business
        combination. Consequently, the historical financial statements prior to the
        date of acquisition are the financial statements of Advanced Bio/Chem. The
        Company requires additional time to obtain complete, pre-acquisition
        records associated with the period January 1, 2004 through May 17, 2004 to
        complete the audit for fiscal year 2004. In addition, the Company requires
        additional time to incorporate Advanced Bio/Chem's 2003 historical
        financial statements and accompanying notes into the Company's audit for
        fiscal year 2004. As a result, the Company is unable to file its Form
        10-KSB for the year ended December 31, 2004 by the prescribed due date
        without unreasonable effort or expense. The Company expects to finalize its
        financial statements and file its annual report on Form 10-KSB for the year
        ended December 31, 2004 as soon as practicable and no later than the 15th
        calendar day following the prescribed due date.

                See attached Exhibit 1.


PART IV-- OTHER INFORMATION

(1) Name and telephone number of person to contact in regard to this notification.

    Michael J. Rosinski         281                     466-1600
         (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
    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.

                The Company expects to report a net loss for 2004 of approximately
        $18,800,000 as compared to a net loss of $2,300,423 in 2003. The increase
        in the net loss is primarily due to an increase in stock based compensation
        expense of approximately $13,100,000 due to the issuance of shares of
        common stock and warrants to management, employees and other consultants in
        connection with or related to the Advanced Bio/Chem transaction. In
        addition, other professional fees increased in 2004 by approximately
        $377,000 and interest expense increased by approximately $2,800,000
        primarily as a result of non-cash interest expense recorded as a result of
        fair valuing certain warrants issued to purchasers of the Company's
        convertible debentures in October 2004. Revenues of operations in 2004
        decreased by approximately $133,000 from that of 2003. While the Company
        does not expect the results for 2004 to materially differ from those
        reported above, since the Company has not completed the audit for 2004, the
        audited results ultimately reported in the Company's Annual Report on Form
        10-KSB for the year ended December 31, 2004 may differ from those reported
        above.




                                       2




                         POWER 3 MEDICAL 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: April 1, 2005                         By:/s/Michael J. Rosinski
                                            Name:    Michael J. Rosinski
                                            Title: Chief Financial Officer











                                    ATTENTION

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





                                       3

EX-99 2 power12b25exhibit.htm EXHIBIT 1 power12b25exhibit
                                                              Exhibit 1



Securities and Exchange Commission
Washington, D.C.  20549

        Re: Power 3 Medical Products, Inc.

Gentlemen:

        In accordance with the notification by Power 3 Medical Products, Inc. (the
"Company") to the Securities and Exchange Commission on Form 12b-25 of the
Company's inability to timely file its annual report on Form 10-KSB for the year
ended December 31, 2004, we confirm that the reasons described by the Company in
the Form 12b-25 make impractical the submission of our report as of a date which
will permit the filing of the Company's annual report by March 31, 2005.

                                                     Very truly yours,

                                                     /s/ Kingery & Crouse, P.A.
                                                     Kingery & Crouse, P.A.

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