----------------------------
OMB APPROVAL
----------------------------
UNITED STATES OMB Number:
SECURITIES AND EXCHANGE COMMISSION Expires:
Washington, D.C. 20549 Estimated average burden
hours per response... 2.50
----------------------------
FORM 12B-25 ------------------------
SEC FILE NUMBER
000-28288
NOTIFICATION OF LATE FILING ------------------------
------------------------
CUSIP NUMBER
278849-10-4
------------------------
(Check One): [X]Form 10-K [ ]Form 20-F [ ]Form 11-K [ ] Form 10-Q [ ]Form N-SAR
For Period Ended: December 31, 2001
-------------------------------------
[ ] 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 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:
N/A
--------------------------------------------------------------------------------
PART I -- REGISTRANT INFORMATION
--------------------------------------------------------------------------------
Full Name of Registrant
CARDIOGENESIS CORPORATION
--------------------------------------------------------------------------------
Former Name if Applicable
ECLIPSE SURGICAL TECHNOLOGIES, INC
--------------------------------------------------------------------------------
Address of Principal Executive Office (Street and Number)
26632 Towne Center Dr., Suite 320
--------------------------------------------------------------------------------
City, State and Zip Code
Foothill Ranch, CA 92610
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 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 Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
The Registrant cannot file its Annual Report on Form 10-K within the
prescribed time period without unreasonable expense and effort and will require
a fifteen (15) day extension due to the following reasons:
(1) Effective January 15, 2002, the Registrant changed Chief Financial
Officers;
(2) As part of the Registrant's previously announced July 2001 and January
2002 restructurings, there was a significant reduction in accounting personnel;
and
(3) The Registrant recently as of July 2001 relocated its headquarters from
Sunnyvale, California to Foothill Ranch, California.
(ATTACH EXTRA SHEETS IF NEEDED) POTENTIAL PERSONS WHO ARE TO RESPOND TO
SEC 1344 (6/94) THE COLLECTION OF INFORMATION CONTAINED
IN THIS FORM ARE NOT REQUIRED TO RESPOND
UNLESS THE FORM DISPLAYS A CURRENTLY
VALID OMB CONTROL NUMBER.
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Darrell F. Eckstein (714) 649-5000
---------------------------------------------------------------------------
(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). [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.
--------------------------------------------------------------------------------
CARDIOGENESIS 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 March 29, 2002 By /s/ Darrell F. Eckstein
-------------------------- -----------------------------------------
Vice President and Interim 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).
--------------------------------------------------------------------------------