To: Arcane Lore who wrote (23732 ) 9/1/1999 3:21:00 AM From: Jeffrey S. Mitchell Respond to of 26163
The 12-rounder is over and it's time to go to the scorecards... The fight, of course, is over whether AZNT will hit the pink sheets come Thursday morning. Here's how I score the bout: Note: All quotes from sec.gov 1. 10Q for Q1 filed today -- on time but not complete (see FDS discussion below). 2. 10Q for Q2 filed today -- on time but not complete (see FDS discussion below). Additionally, as this 10Q is -- shockingly -- the same exact filing as the previous one, I have to disqualify it. I'm going to go out on a limb here and predict that AZNT tomorrow tells the SEC that they "accidentally" re-input the first 10Q and then proceeds to file the one they slapped together tonight to take its place. 3. 10K -- ?????. AZNT yesterday gave out the accession number as "0000844055-99-000012". For the moment, let's ignore the fact that this number is somehow only one number removed from the previous filing, an 8-K, that ended in "11". Let's also ignore the fact that it's odd a number would be assigned at all if there's a technical glitch. Instead, let's focus on the fact the 10K supposedly was finally filed without error today at 20:17. As AZNT filed after 5:30pm on the 31st, the filing date is September 1. Technically, this is a late filing. In order for AZNT to get credit for filing the 10K on time they have to claim a hardship exemption:In addition to the two hardship exemptions, Rule 13 of Regulation S-T permits an electronic filer to request an adjustment of the filing date of an electronic document when the electronic filer encounters technical problems beyond its control that prevent electronic submission by the due date specified by the applicable form or rule. The problem is, somehow, the two 10Qs were filed after the 10K with no problems, so it's obvious at least one computer running Edgarlink was functioning properly. I see no reason why the 10K couldn't have been submitted on the same machine. I think the SEC will feel the same way. Here are a few more relevant paragraphs from the SEC. Seems to me they indicate that saying the auditor or some other person using some other computer to file on Edgar screwed up doesn't qualify as a hardship:The registrant, not the filing agent or data transcriber, is responsible for complying with the electronic filing rules. Registrants are responsible for ensuring that correct information is given to and submitted by the filing agent. Registrants making EDGAR submissions "in-house" should not assign this responsibility to the least experienced person. Allow sufficient time to submit filings. Filers should not wait until the last minute to make a time-sensitive filing. Adjustments to filing dates of "late" filings are granted only for the circumstances set forth in Rule 13(b) of Regulation S-T. ===== AZNT has another problem on its hands. Neither 10Q contained the required "FDS" - Financial Data Schedule. This makes them incomplete and hence delinquent. Such data can usually be found at the end of a filing. Here's what the header of AZNT's Q2 '98 10Q looks like:TYPE: EX-27 SEQUENCE: 2 DESCRIPTION: ARTICLE 5 FIN. DATA SCHEDULE FOR 2ND QTR 10QSB So, my conclusion is that AZNT will definitely be trading on the pink sheets come Thursday morning. Once there, I'm not sure if getting relisted will be as easy as cleaning up the above problems and resubmitting the forms, or whether an additional level of scrutiny will be placed on them. Therefore, I can't speculate further than this. - Jeff