UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC File Number:
000-31148
CUSIP Number:
7081225 109
(Check one:) [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q
[ ] Form N-SAR [ ] Form N-CSR
For Period Ended: March 31, 2003
--------------
[ ] 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: Not applicable
--------------
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
Pennexx Foods, Inc.
-------------------
Full Name of Registrant
Not applicable
-------------------------
Former Name if Applicable
5501 Tabor Avenue
---------------------------------------------------------
Address of Principal Executive Office (Street and Number)
Philadelphia, PA 19120
------------------------
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) [X]
(a) The reasons described in reasonable detail in Part III 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, 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 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, 20-F,
11-K, 10-Q, N-SAR, N-CSR, or the transition report, or portion thereof, could
not be filed within the prescribed time period.
The Registrant is unable to file its Quarterly Report on Form 10-Q for
the period ended March 31, 2003 (the "10-Q") within the prescribed time period
without unreasonable effort or expense. The reasons causing the Registrant's
inability to file timely are beyond its control and could not be eliminated by
the Registrant without unreasonable effort or expense.
The Registrant's liquidity difficulties and the ongoing developments
with its lender have necessitated last minute changes to its required
disclosures.
The Registrant will file the 10-Q on or before the fifth calendar day
following the prescribed due date.
2
PART IV - OTHER INFORMATION
(l) Name and telephone number of person to contact in regard to this
notification
Steven B. King 215-864-8604
-------------- ----------------------------
(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.
Revenues for the three months ended March 31, 2003 were $12.8 million
compared to $10.9 million in the comparable period of 2002, an increase of $1.9
million or 17.4%. The Company had a net loss of $3.1 million in the three months
ended March 31, 2003 compared to net income of $0.007 million in the comparable
period of 2002. Management attributes the magnitude of the loss primarily to
extremely poor yields on meat products due to the start-up of the new plant, and
to a material increase in Indirect and General and Administrative expenses,
offset in part by labor efficiencies due to the usage of the automated
equipment.
3
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
Three Months Three Months
Ended Ended
March 31, 2003 March 31, 2002
(unaudited) (unaudited)
Net Sales $ 12,780,132 $ 10,924,971
Cost of Goods Sold 12,208,366 9,564,531
Gross Profit $ 571,766 $ 1,360,440
Operating Expenses 3,449,318 1,302,737
Operating (loss) income $ (2,877,552) $ 57,703
Interest expense, net 259,935 50,253
Net (loss) income $ (3,137,487) $ 7,450
============= ============
Earnings per share $ (0.11) $ --
4
Pennexx Foods, Inc.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: May 16, 2003 By: /s/ Joseph Beltrami
------------ ------------------------
Joseph Beltrami,
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).
5