1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number 0-22388
(Check One)
[ ] Form 10-K and Form 10-KSB [ ] Form 11-K
[ ] Form 20-F [X] Form 10-Q and Form 10-QSB [ ] Form N-SAR
For Period ended June 30, 2001
------------------------------------------------------
[ ] Transition Report on Form 10-K and Form 10-KSB
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q and Form 10-QSB
[ ] 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 I
REGISTRANT INFORMATION
Full Name of registrant Nextgen Communications Corporation
-----------------------------------------------
Former name if applicable U S Industrial Services, Inc.
---------------------------------------------
--------------------------------------------------------------------------------
Address of principal executive office (Street and number)
--------------
11850 Jones Road
--------------------------------------------------------------------------------
City, State and Zip code Houston, Texas 77070
----------------------------------------------
2
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 response 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, 10-KSB, 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, 10-QSB, 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 Form 10-K, 10-KSB,
11-K, 20-F, 10-Q, 10-QSB, N-SAR or the transition report, or portion thereof,
could not be filed within the prescribed time period. (Attach extra sheets if
needed)
The registrant has experienced delays in completing its financial
statements as a result of the acquisition of a subsidiary consummated on June
29, 2001.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Kathleen L. Harris, Chief Financial Officer (281) 970-9859
--------------------------------------------------------------------------------
(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 reports(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 statement 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.
3
Nextgen Communications Corporation
--------------------------------------------------------------------------------
(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: August 14, 2001 By: /s/ KATHLEEN L. HARRIS
------------------------- -------------------------------------------
Kathleen L. Harris, Chief Financial Officer
4
ATTACHMENT TO FORM 12b-25 FOR
NEXTGEN COMMUNICATIONS CORPORATION
PART IV (3) - EXPLANATION OF SIGNIFICANT
CHANGE IN RESULTS OF OPERATIONS
The significant change in results of operations from the fiscal quarter
ended June 30, 2000 to be reflected by the earnings statements to be included in
the Form 10-QSB for the fiscal quarter ended June 30, 2001 are a result of the
sale by the registrant, on December 7, 2000, of all of the outstanding capital
stock of P.W. Stephens Environmental Corp., P.W. Stephens Contractors, Inc.,
P.W. Stephens Services, Inc. and P.W. Stephens Northwest, Inc. (collectively,
the "Subsidiaries"), each of which was a wholly-owned subsidiary of the
registrant. The sale of the Subsidiaries represents the registrant's sale of its
final remaining environmental services businesses. The operations of the
Subsidiaries provided a substantial portion of the Registrant's revenues and
corresponding expenses in the fiscal quarter ended June 30, 2000.