OMB APPROVAL
---------------------------
U.S. SECURITIES AND EXCHANGE COMMISSION OMB Number : 3235-0058
WASHINGTON, D.C. 20549 Expires: January 31, 2005
Estimated average burden
FORM 12b-25 hours per response.... 2.50
---------------------------
NOTIFICATION OF LATE FILING SEC FILE NUMBER
---------------------------
CUSIP NUMBER
---------------------------
(Check One):
[ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR
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:
-----------------------------
--------------------------------------------------------------------------------
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:
--------------------------------------------------------------------------------
PART 1 - Registrant Information
--------------------------------------------------------------------------------
Full name of Registrant: Profile Technologies, Inc.
Former Name if applicable:
Address of Principal Executive Office:
2 Park Avenue, Suite 201
Street and Number
Manhasset, New York 11030
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)
(a) The reasons described in reasonable detail in Part III of this form
could not be eliminated without unreasonable effort or expense;
[X] (b) The subject annual report, semi-annual report, transition report on
Form 10-K, Form 20-F, 11-K or Form N-SAR, 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 there of 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-25c
has been attached if applicable.
--------------------------------------------------------------------------------
PART III - Narrative
--------------------------------------------------------------------------------
State below in reasonable detail the reasons why Form 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof could not be filed within the
prescribed period.
The Company experienced a delay in preparing its financial statement and
non-financial statement portions of its Form 10-QSB for the quarter ended March
31, 2003. This delay could not be overcome without unreasonable effort and
expense due to the inability of the Company to finalize its financial statements
in time for its Board of Directors to review sufficiently, and its independent
auditors to complete the review of, the financial statements.
--------------------------------------------------------------------------------
PART IV - Other Information
--------------------------------------------------------------------------------
(1) Name and telephone number of person to contact in regard to this
notification:
Henry E. Gemino (516) 365-1909
---------------------------------------------------
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?
[ ] 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.
Profile Technologies, Inc.
--------------------------------------------------------------------------------
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
EMB CORPORATION
Date: May 15, 2003 By: /s/ Henry E. Gemino
--------------------------------
Henry E. Gemino
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.