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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Commission File Number: 1-11873
NOTIFICATION OF LATE FILING
(Check One): |_| Form 10-K and Form 10-KSB |_| Form 20-F |_|Form 11-K
|X|Form 10-Q and Form 10-QSB |_| Form N-SAR
For Period Ended: June 30, 2001
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|_|Transition Report on Form 10-K |_|Transition Report on Form 10-Q
|_|Transition Report on Form 20-F |_|Transition Report on Form N-SAR
|_|Transition Report on Form 11-K
For Transition Period Ended:
READ ATTACHED INSTRUCTION SHEET 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:
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PART I
REGISTRANT INFORMATION
Full name of Registrant: K2 Digital, Inc.
Former name if applicable: K2 Design, Inc.
Address of principal executive office (Street and Number): 30 Broad Street,
7th Floor
City, state and zip code: New York, New York 10004
PART II
RULE 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.)
(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, 20-F, 11-K or Form N-SAR, or portion
thereof will be filed on or before the 15th calendar day
|X| 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.
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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.
The Registrant is seeking the extension because management's discussion
and analysis of the financial condition and results of operations of the
Registrant cannot be completed at this time due to resource contraints imposed
on management resulting from the recent relocation and reconfiguration of the
Registrant's offices and significant cutbacks in the administrative staff of the
Registrant, including persons responsible for assisting in the preparation of
the financial information to be included in the Registrant's Form 10-QSB for the
quarter ended June 30, 2001.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification: David Warburg, Esq., (212) 895-2240.
(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:
Net revenues for the six months ended June 30, 2001 decreased by 14.4%
compared to the same period in 2000. Net revenues for the six months ended
June 30, 2001 were approximately $1,828,800 compared to approximately
$2,137,200 for the six months ended June 30, 2000. Net revenues for the
three months ended June 30, 2001 increased by approximately 48.5% compared
to the same quarter in 2000. In the 2001 second quarter, net revenues were
approximately $962,900 compared to $648,300 in the 2000 second quarter, or
an increase of approximately $314,500.
K2 Digital, 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: August 15, 2001 By: /s/ Gary W. Brown
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Name: Gary W. Brown
Title: Chief Operating Officer