UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One):[ ]Form 10-K [ ]Form 20-F [ ]Form 1l-K [X]Form 10-Q [ ]Form N-SAR
For Period Ended: September 30, 2003
[ ] Transition Report on Form 10-K SEC FILE NUMBER
[ ] Transition Report on Form 20-F 0-21743
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q CUSIP NUMBER
[ ] Transition Report on Form N-SAR 640505103
For the Transition Period Ended:
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.
If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates:
PART I - REGISTRANT INFORMATION
NEOMEDIA TECHNOLOGIES, INC.
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Full Name of Registrant
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Former Name if Applicable
2201 Second Street, Suite 402
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Address of Principal Executive Office (Street and Number)
Fort Myers, FL 33901
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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, I I-K, 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 of 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 the reasons why the Form 10-K, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period. (Attach Extra Sheets if Needed)
THE COMPANY REQUIRES ADDITIONAL TIME IN ORDER TO COMPLETE THE
PREPARATION OF FINANCIAL INFORMATION FOR THE THREE AND NINE MONTH
PERIODS ENDED SEPTEMBER 30, 2003.
PART IV--OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
David A. Dodge 239 337-3434
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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 reports) 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?
[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.
NEOMEDIA TECHNOLOGIES, 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: November 14, 2003 By: /s/ David A. Dodge
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David A. Dodge, 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 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.
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).
EXPLANATION SUPPORTING PART IV, ITEM 3
THREE MONTHS ENDED SEPTEMBER 30, 2003.
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The Company expects to report net sales of approximately $461,000 for the three
months ended September 30, 2003, as compared to net sales of $3,404,000 for the
three months ended September 30, 2002. The Company expects to report a net loss
of approximately $2,205,000, or $0.01 per share, for the three months ended
September 30, 2003, as compared to a net loss of $773,000, or $0.03 per share,
for the three months ended September 30, 2002.
NINE MONTHS ENDED SEPTEMBER 30, 2003.
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The Company expects to report net sales of approximately $2,009,000 for the nine
months ended September 30, 2003, as compared to net sales of $8,452,000 for the
nine months ended September 30, 2002. The Company expects to report a net loss
of approximately $4,060,000, or $0.05 per share, for the nine months ended
September 30, 2003, as compared to a net loss of $6,502,000, or $0.31 per share,
for the nine months ended September 30, 2002.