U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Commission File Number: 0-31229
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NOTIFICATION OF LATE FILING
(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: July 31, 2001
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/ / 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 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: -------------------
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PART I
REGISTRANT INFORMATION
Full name of registrant: GSI TECHNOLOGIES USA INC.
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Former name if applicable:
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Address of principal executive office
(STREET AND NUMBER): 2001 MCGILL COLLEGE AVENUE,
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SUITE 1310
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City, state and zip code: MONTREAL, QUEBEC H3A 1G1 CANADA
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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 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 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 and Form
10-KSB, 11-K, 20-F, 10-Q, 10-QSB, N-SAR or the transition report portion thereof
could not be filed within the prescribed period. (Attach extra sheets if
needed.)
The Registrant is unable to file the subject report within the prescribed
time period because in the aftermath of the collapse of the World Trade Center
on September 11, 2001, the Registrant's accounting firm has been unavailable,
and the Registrant therefore has been unable to finish the process of compiling
the financial information necessary to complete the financial statements and
other disclosures required in its Form 10-QSB.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
RENE ARBIC 514-940-5262
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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 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.
GSI TECHNOLOGIES USA, INC.
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(Name of Registrant as specified in charter)
Has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Dated: September 14, 2001 By /s/ RENE ARBIC
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Rene Arbic
President and Chief Executive Officer
INSTRUCTION. The form may be signed by an executive officer of the
registrant or by any 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.