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OMB APPROVAL
OMB NUMBER: 3235-0058
EXPIRES: MARCH 31, 2006
ESTIMATED AVERAGE BURDEN HOURS
PER RESPONSE...2.50
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
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SEC FILE NUMBER
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CUSIP NUMBER
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(CHECK ONE): |X| Form 10-K |_| Form 20-F |_| Form 11-K |_| Form 10-Q
|_| Form N-SAR |_| Form N-CSR
For Period Ended: DECEMBER 31, 2005
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[ ] 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:
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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.
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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
INTERLINK ELECTRONICS, INC.
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Full Name of Registrant
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Former Name if Applicable
546 FLYNN ROAD
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Address of Principal Executive Officer (STREET AND NUMBER)
CAMARILLO, CA 93012
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City, State and Zip Code
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SEC 1344 PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION
(07-03) CONTAINED IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS
THE FORM DISPLAYS A CURRENTLY VALID OMB CONTROL NUMBER.
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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| (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,
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 accountant's statement or other exhibit
required by Rule 12b-25(c) has been attached if
applicable.
PART III - NARRATIVE
State below in reasonable detail why Forms10-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.
As disclosed in the Current Report on Form 8-K filed by the Registrant
on November 3, 2005, the Registrant's Audit Committee, on management's
recommendation, concluded that the Registrant's financial statements for the
years ended December 31, 2003 and December 31, 2004 and the quarters ended March
31, 2005 and June 30, 2005 should no longer be relied upon and should be
restated. In connection with the restatement, an independent investigation was
undertaken at the direction of the Registrant's Audit Committee by Dorsey &
Whitney, LLP. The Registrant announced the completion of this independent
investigation in its Current Report on Form 8-K filed on March 6, 2006.
Since that time, the Registrant's management has been working
diligently to complete these matters and finalize its financial statements for
the years ended December 31, 2003, December 31, 2004 and December 31, 2005 and
the quarters ended March 31, 2005 and June 30, 2005, however, due to the time
and effort involved (and without unreasonable effort or expense), the Registrant
has not been able to finalize its financial statements yet and is not able to
file its Annual Report on Form 10-K for the year ended December 31, 2005 within
the prescribed time period. The Company now expects to file its Annual Report on
Form 10-K on or before March 31, 2006, and such report will include disclosure
of the adjustments on the financial statements, including net income (loss), for
each of the periods affected by the items described above.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
CHARLES C. BEST (805) 484-1356
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(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 answer is no,
identify report(s). |_| Yes |X| No
The Registrant has not filed its Quarterly Report on Form 10-Q for the
fiscal quarter ended on September 30, 2005.
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(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.
The Registrant anticipates that its results of operations for the year
ended December 31, 2005 will be a net loss and it expects that the net loss for
2005 will be greater than the net loss from operations for the year ended
December 31, 2004. The Company cannot estimate the amount of this anticipated
change in results from 2004 to 2005 because it is still finalizing its financial
statements and completing the matters discussed in Part III above.
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INTERLINK ELECTRONICS, INC.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date MARCH 16, 2006 By /S/ CHARLES C. BEST
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Charles C. Best
Chief Financial Officer
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 or 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.
ATTENTION
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INTERNATIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL
VIOLATIONS (SEE 18 U.S.C. 1001).
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GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 (17 CFR 240.12b-25) of the General
Rules and Regulations under the Securities Exchange Act of 1934.
2. One signed original and four conformed copies of this form and
amendments thereto must be completed and filed with the Securities and
Exchange Commission, Washington, D.C. 20549, in accordance with Rule
0-3 of the General Rules and Regulations under the Act. The information
contained in or filed with the form will be made a matter of public
record in the Commission files.
3. A manually signed copy of the form and amendments thereto shall be
filed with each national securities exchange on which any class of
securities of the registrant is registered.
4. Amendments to the notifications must also be filed on Form 12b-25 but
need not restate information that has been correctly furnished. The
form shall be clearly identified as an amended notification.
5. ELECTRONIC FILERS. This form shall not be used by electronic filers
unable to timely file a report solely due to electronic difficulties.
Filers unable to submit a report within the time period prescribed due
to difficulties in electronic filing should comply with either Rule 201
or Rule 202 of Regulation S-T (ss.232.201 or ss.232.202 of this
chapter) or apply for an adjustment in filing date pursuant to Rule
13(b) of Regulation S-T (ss.232.13(b) of this chapter).