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SEC FILE NUMBER
0-23585
CUSIP NUMBER
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
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(Check One): |
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o Form l0-K o Form 20-F o Form 11-K xForm l0-Q
o Form N-SAR o Form N-CSR
For Period Ended: March 31, 2006
o Transition Report on Form 10-K
o Transition Report on Form 20-F
o Transition Report on Form 11-K
o Transition Report on Form 10-Q
o Transition Report on Form N-SAR
For the Transition Period Ended: |
Read attached instruction 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 IREGISTRANT INFORMATION
SM&A
Full Name of Registrant
Emergent Information Technologies, Inc.
Former Name if Applicable
4695 MacArthur Court, 8
th Floor
Address of Principal Executive Office (Street and Number)
Newport Beach, California 92660
City, State and Zip Code
PART IIRULES 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)
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(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
accountants statement or other exhibit required by Rule 12b-25(c) has been attached if applicable. |
PART IIINARRATIVE
State below in reasonable detail 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. (Attach extra
Sheets if Needed)
SM&A (the Company) is reviewing the accounting treatment of certain transactions under its share
repurchase program completed in the period from October 1, 2004 to June 30, 2005. These
transactions are described in Note 3 to the Companys financial statements included in the Annual
Report (Form 10-K) for the years ended December 31, 2005 and 2004, respectively. The Company has
not completed that review as of the date hereof. The Companys review may conclude that no change
in accounting treatment is required. However, in the event this review indicates that the Company
is required to change the existing accounting treatment of those transactions, the Company would
have had materially different operating results, as a result of non-cash charges, for the fourth
quarter of 2004, the first quarter of 2005, the second quarter of 2005, and the fiscal years ended
December 31, 2004 and 2005 from those results previously reported. There would be no changes to
the Companys cash balance, cash flows, and no material changes in the Companys total assets,
total liabilities, and total shareholders equity as of the applicable dates.
The Company anticipates that the review will be completed within the 5 calendar day time permitted
hereunder to file its Form 10-Q in compliance with the requirements of Securities Exchange Act of
1934, as amended, but there can be no assurance in that regard. The Company does not anticipate
the Form 10-Q will reflect any changes in the financial results reported in a press release for the
first quarter ended March 31, 2006, and furnished to the Securities and Exchange Commission on Form
8-K.
PART IVOTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this notification
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Steve D. Handy
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(949)
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975-1550 |
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(Name)
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(Area Code)
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(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? [ ] Yes [X] 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.
SM&A
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned hereunto duly
authorized.
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Date: May 11, 2006 |
By: |
/s/ Steve D. Handy
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Steve D. Handy |
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Senior Vice President, Chief Financial Officer and Secretary |
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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 representatives
authority to sign on behalf of the registrant shall be filed with the form.
ATTENTION
International misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).