-----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, WHK4qceMcU7g9Rdg6ZorvvGBtrirMHwJc66kavX3DllKTRF3Wrsr+zTUUDKPaxEG RFfiC9FZe5E5DlnBVusE3w== 0001050502-00-000364.txt : 20000403 0001050502-00-000364.hdr.sgml : 20000403 ACCESSION NUMBER: 0001050502-00-000364 CONFORMED SUBMISSION TYPE: NT 10-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19991231 FILED AS OF DATE: 20000331 FILER: COMPANY DATA: COMPANY CONFORMED NAME: POLLUTION RESEARCH & CONTROL CORP /CA/ CENTRAL INDEX KEY: 0000763950 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL [3823] IRS NUMBER: 952746949 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: NT 10-K SEC ACT: SEC FILE NUMBER: 001-09327 FILM NUMBER: 589301 BUSINESS ADDRESS: STREET 1: 506 PAULA AVE CITY: GLENDALE STATE: CA ZIP: 91201 BUSINESS PHONE: 8182477601 MAIL ADDRESS: STREET 1: 506 PAULA AVE CITY: GLENDALE STATE: CA ZIP: 91201 FORMER COMPANY: FORMER CONFORMED NAME: DASIBI ENVIRONMENTAL CORP DATE OF NAME CHANGE: 19900529 NT 10-K 1 FORM NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 CUSIP NUMBER NOTIFICATION OF LATE FILING 731547 303 (Check One): [x] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q and Form 10-QSB [ ] Form N-SAR For period ended: December 31, 1999 [ ] 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 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 Full name of registrant: Pollution Research and Control Corp. Former name if applicable Not applicable Address of Principal Executive 506 Paula Avenue Office (Street and Number) City, State and Zip Code: Glendale, CA 91201 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 12b25(b), the following should be completed (Check box if appropriate) (a) The reasons described in reasonable detail in Part II 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, or Form N-SAR, or portion thereof [X] 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 Form 10-K and Form 10-KSB, 20-F, 11-K, 10-Q and Form 10-QSB, N-SAR, or the transition report or portion thereof could not be filed within the prescribed period. See Exhibit 1 attached hereto and incorporated herein by this reference. PART IV - OTHER INFORMATION. (1) Name and telephone number of person to contact in regard to this notification: Albert E. Gosselin, Jr. (818) 247-7601 (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 Exhibit 2 attached hereto and incorporated herein by this reference. Pollution Research and Control Corp. ------------------------------------ (Name of registrant as specified in its charter) has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized. Date: March 28, 2000 By: /s/ Albert E. Gosselin, Jr. - -------------------- ------------------------------- Albert E. Gosselin, Jr. President EX-1 2 EXHIBIT 1 AJ. ROBBINS, P.C. Certified Public Accountants and Consultants March 28, 2000 Securities and Exchange Commission 450 5th Street N.W. Washington, D.C. 20549 Re: Pollution Research and Control Corp. Form 10-KSB Dear Sir or Madam: The Company is unable to file its 1999 Annual Report on Form 10-KSB within the prescribed time period because it has experienced certain difficulties in providing the requisite financial information to this Firm for audit due to the international sales and transactions during the year ended December 31, 1999. Very truly yours, AJ. ROBBINS, P.C. By /s/ AJ. ROBBINS - ------------------ AJ. Robbins, C.P.A. 3033 East 1st Avenue * Suite 201 * Denver, CO 80206 * 303 321-1281 Fax 303 321-1288 EX-2 3 EXHIBIT 2 AJ. ROBBINS, P.C. Certified Public Accountants and Consultants March 28, 2000 Patricia Cudd, Esq. Cudd & Associates 1120 Lincoln St. #1507 Denver, CO 80203 Dear Pat: We noted the following significant changes in Pollution Research and Control Corp's results of operations for the year ended December 31, 1999 as compared to the year ended December 31, 1998: 1. Sales increased from approximately $2,807,000 for the year ended December 31, 1998 to approximately $7,816,000 for the year ended December 31, 1999. 2. Cost of goods sold increased from approximately $1,816,000 for the year ended December 31, 1998 to approximately $5,129,000 for the year ended December 31, 1999. 3. Selling, general and administrative expenses increased from approximately $1,584,000 for the year ended December 31, 1998 to approximately $3,017,000 for the year ended December 31, 1999. 4. Interest expense increased from approximately $28,000 for the year ended December 31, 1998 to approximately $313,000 for the year ended December 31, 1999. 5. Loan fees increased from $-0- for the year ended December 31, 1998 to approximately $359,000 for the year ended December 31, 1999. 6. Loss from discontinued operations decreased from approximately $1,034,000 for the year ended December 31, 1998 to $-0- for the year ended December 31, 1999. 7. Net loss from operations increased from approximately $527,000 for the year ended December 31, 1999 to approximately $1,579,000 for the year ended December 31, 1999. Please note that these amounts are preliminary and are subject to change. The significant changes are due to sales to China, the costs of obtaining debt financing and costs to buy down the interest rate for the China contract. The loss from discontinued operations during 1998 was due to the liquidation of Nutek and the closing of Logan. If you have any questions, please call Richard Fleischman. Very truly yours, AJ. Robbins, PC By /s/ AJ. Robbins - ------------------ AJ. Robbins, CPA Cc: Al Gosselin 3033 East 1st Avenue * Suite 201 * Denver, CO 80206 * 303 321-1281 Fax 303 321-1288 -----END PRIVACY-ENHANCED MESSAGE-----