- Notification that Quarterly Report will be submitted late (NT 10-Q)
16 Mai 2012 - 10:07PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 12b-25
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SEC FILE NUMBER
1-14798
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NOTIFICATION OF LATE FILING
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CUSIP NUMBER
45070W 10 9
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(Check One):
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£
Form
10-K
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¨
Form 20-F
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¨
Form 11-K
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S
Form 10-Q
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¨
Form 10-D
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¨
Form N-SAR
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¨
Form N-CSR
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For Period Ended:
March
31, 2012
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Transition
Report on Form 10-K
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Transition
Report on Form 20-F
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Transition
Report on Form 11-K
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Transition
Report on Form 10-Q
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Transition
Report on Form N-SAR
For the Transition Period Ended: ___________________________________________________________
Read Instruction
(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
IVAX Diagnostics, Inc.
Full Name of Registrant
Former Name if Applicable
2140 North Miami Avenue
Address of Principal Executive Office
(Street and Number)
Miami, Florida 33127
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
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(a)
The reason 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-Qorsubject 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.
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PART III – NARRATIVE
State below in reasonable
detail why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
IVAX Diagnostics has
delayed filing its Quarterly Report on Form 10-Q for the first quarter of 2012. IVAX Diagnostics intends to utilize the five-day
extension provided by filing this Notification of Late Filing on Form 12b-25 with the Securities and Exchange Commission and expects
to file its Quarterly Report on Form 10-Q for the first quarter of 2012 on or prior to May 21, 2012. This delay has occurred as
a result of unforeseen delays in connection with completing and filing IVAX Diagnostics’ consolidated financial statements
and the accompanying footnotes.
Based on the data currently
available, IVAX Diagnostics anticipates reporting net revenues for the first quarter of 2012 of $4,196,274, a 1.5% increase from
net revenues of $4,134,357 for the first quarter of 2011.
PART IV – OTHER INFORMATION
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(1)
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Name and telephone number of person to contact in regard
to this notification
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Arthur R. Levine
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305
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324-2300
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(Name)
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(Area Code)
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(Telephone Number)
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(2)
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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). Yes
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No
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________________________________________________________________________________________________
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(3)
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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
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No
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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 Part III above.
FORWARD-LOOKING INFORMATION
IVAX
Diagnostics has made forward-looking statements, which are subject to risks and uncertainties and which are made pursuant to the
safe harbor provisions of the Private Securities Litigation Reform Act of 1995, in this Notification of Late Filing on Form 12b-25.
Forward-looking statements may be preceded by, followed by or otherwise include the words “may,” “will,”
“believes,” “expects,” “anticipates,” “intends,” “plans,” “estimates,”
“projects,” “could,” “would,” “should,” or similar expressions or statements that
certain events or conditions may occur. Actual results, performance or achievements could differ materially from those contemplated,
expressed or implied by these forward-looking statements. These forward-looking statements are based largely on IVAX Diagnostics’
expectations and the beliefs and assumptions of IVAX Diagnostics’ management and on the information currently available
to it and are subject to a number of risks and uncertainties, including, but not limited to, the risks and uncertainties that:
IVAX Diagnostics may not be able to file its Quarterly Report on Form 10-Q for the first quarter of 2012 on or prior to the extended
deadline set forth above; IVAX Diagnostics’ financial results may take longer to prepare than anticipated; IVAX Diagnostics’
independent registered public accounting firm has not audited or reviewed the financial information contained in this Notification
of Late Filing on Form 12b-25; IVAX Diagnostics’ actual financial results for the first quarter of 2012 may differ materially
from the anticipated results set forth above; and other risks and uncertainties that may cause results to differ materially from
those set forth in the forward-looking statements. See also the section entitled “Risk Factors” in our Annual Report
on Form 10-K for the year ended December 31, 2011 for further discussion of certain risks and uncertainties that could materially
and adversely affect our business, operating results or financial condition. Many of these factors are beyond our control.
IVAX Diagnostics, Inc.
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(Name of Registrant as Specified in Charter)
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has caused this notification to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: May 16, 2012
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By:
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/s/ Arthur R. Levine
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Name: Arthur R. Levine
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Title: Chief Financial Officer and Vice President – Finance
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