-----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, Os3D7u3UTWjZSsHqageT4QUfo8dJjuqe7VzRG+qXqNM5T4RYrDl4/Ihq+2Sn0u41 rt/2wTyo/uIYg6zH/tDIfA== 0001056359-99-000015.txt : 19990405 0001056359-99-000015.hdr.sgml : 19990405 ACCESSION NUMBER: 0001056359-99-000015 CONFORMED SUBMISSION TYPE: NT 10-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19981231 FILED AS OF DATE: 19990402 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EFAX COM INC CENTRAL INDEX KEY: 0000872901 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 770182451 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: NT 10-K SEC ACT: SEC FILE NUMBER: 000-22561 FILM NUMBER: 99586853 BUSINESS ADDRESS: STREET 1: 1378 WILLOW RD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6503240600 MAIL ADDRESS: STREET 1: 1378 WILLOW RD CITY: MENLO PARK STATE: CA ZIP: 94025 FORMER COMPANY: FORMER CONFORMED NAME: JETFAX INC DATE OF NAME CHANGE: 19970228 NT 10-K 1 FORM 12B-25 1 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER: 0-22561 CUSIP NUMBER: 282102 10 3 (Check One): [X] Form 10-K and 10-KSB [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q and 10-QSB [ ] Form N-SAR For Period Ended: January 2, 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 For the Transition Period Ended: 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: N/A PART I - REGISTRANT INFORMATION Full Name of Registrant: eFax.com, Inc., a Delaware corporation (Formerly JetFax, Inc.) Address of Principal Executive Office: 1378 Willow Road Menlo Park, California 94025 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 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, Form 20-F, 11-K or Form N-SAR, 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 portion thereof will be filed on or before the fifth calendar day following the prescribed due date; and [X] (c) The accountant's statement or other exhibit required by Rule 12b- 25(c) has been attached as Exhibit A hereto. -1- 2 PART III - NARRATIVE EFax.com, Inc. (the "Company") was recently informed by its independent auditors, Deloitte & Touche LLP, that the presentation of net loss per share for its fiscal years ended January 3, 1998 and January 4, 1997 must be revised, pursuant to SAB 98, from a pro forma computation which included outstanding Convertible Preferred Stock issued prior to the Company's IPO on an as-if-converted basis to a historical computation which excludes the conversion of such Convertible Preferred Stock. The change in presentation has no effect on the Company's previously reported net loss per share for its current fiscal year. The Company subsequently revised the net loss per share data for the applicable periods included in its financial statements for 1998. The Company is unable to complete and file its annual report on Form 10-K for the fiscal year ended January 2, 1999 at this time because the annual audit of the financial statements has not been completed. This Notification of Late Filing is accompanied by a letter from the Company's independent certified public accountants confirming that the audit has not yet been completed. PART IV - OTHER INFORMATION (1) Name and telephone number of person to contact in regard to this notification: Allen K. Jones Vice President of Finance, Chief Financial Officer and Secretary eFax.com, Inc. 1378 Willow Road Menlo Park, California 94025 Telephone: (650) 324-0600 with a copy to: Theresa F. Sleight, Esq. Husch & Eppenberger, LLC 100 North Broadway, Suite 1300 St. Louis, MO 63102 (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? [ ] Yes [X] No EFax.com, Inc. has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized. Date: April 2, 1999 By: /s/ Allen K. Jones ------------------ Allen K. Jones Vice President of Finance, Chief Financial Officer and Secretary -2- 3 EXHIBIT A --------- April 1, 1999 Mr. Allen Jones, Chief Financial Officer eFax.com, Inc. 1378 Willow Road Menlo Park, CA 94025 Dear Mr. Jones: This letter is to confirm our conversation today whereby we advised you that Deloitte & Touche LLP is unable to complete the audit of the consolidated financial statements of eFax.com, Inc. (the "Company") as of December 31, 1998 and 1997 and for the years then ended and for the nine months ended December 31, 1996 by April 2, 1999, the statutory due date for the filing, with the Securities and Exchange Commission, of the annual report on Form 10-K for the year ended January 2, 1999. We have read the Company's statements contained in Part III therein and we agree with the stated reason as to why we have been unable to complete our audit and report on the consolidated financial statements for the year ended January 2, 1999, to be included in Form 10-K. Yours truly, /s/ DELOITTE & TOUCHE LLP 4 -----END PRIVACY-ENHANCED MESSAGE-----