-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LZ07T/bAvy3ilTRbiU9a/RXSCSVOJ6TkiSDOwYbQbmrcPUb8Ylte3tSTZMPIkOrh fd1Y6kdLo7IC29chC70l3g== 0001167687-08-000038.txt : 20080516 0001167687-08-000038.hdr.sgml : 20080516 20080516140658 ACCESSION NUMBER: 0001167687-08-000038 CONFORMED SUBMISSION TYPE: NT 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080331 FILED AS OF DATE: 20080516 DATE AS OF CHANGE: 20080516 EFFECTIVENESS DATE: 20080516 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WIFIMED HOLDINGS COMPANY, INC. CENTRAL INDEX KEY: 0001108088 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER & OFFICE EQUIPMENT [3570] IRS NUMBER: 582412118 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: NT 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-49707 FILM NUMBER: 08841578 BUSINESS ADDRESS: STREET 1: 2000 RIVEREDGE PARKWAY STREET 2: STE. GL 100A CITY: ATLANTA STATE: GA ZIP: 30328 BUSINESS PHONE: 7709197220 MAIL ADDRESS: STREET 1: 2000 RIVEREDGE PARKWAY STREET 2: STE. GL 100A CITY: ATLANTA STATE: GA ZIP: 30328 FORMER COMPANY: FORMER CONFORMED NAME: BELLACASA PRODUCTIONS INC DATE OF NAME CHANGE: 20000229 NT 10-Q 1 wifint10q051608.htm
 
UNITED STATES
 SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
  OMB APPROVAL
 
      
FORM 12b-25
NOTIFICATION OF LATE FILING
 
SEC FILE
NUMBER

000-49707
  CUSIP NUMBER
(Check One): [ ] Form 10-K [ ] Form 20-F  [ ] Form 11-K 
[X] Form 10-Q [ ] Form 10-D  [ ] Form N-SAR  [ ] Form N-CSR
  For Period Ended: March 31, 2008 
[ ]  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:
 
PART I - REGISTRANT INFORMATION

WiFiMed Holdings Company, Inc. 
__________________________
Full Name of Registrant 
      
Former Name if Applicable 

2000 RiverEdge Parkway, Suite GL 100A
__________________________________       
Address of Principal Executive Office
(Street and Number) 

Atlanta, Georgia 30328     
____________________
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 then 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 of transition report on Form 10-Q, or subject distribution report on Form 10-D, 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, 10-D, N-SAR, N-CSR or the transition report or portion thereof, could not be filed within the prescribed time period.          
 
Due to our accountants postponing the review of our financial statements for the period ended March 31, 2008 and the related Form 10-Q until following the applicable filing deadline, we will be unable to file such quarterly report on Form 10-Q before the filing deadline without unreasonable effort or expense. 

PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this notification. 

         Elliot H. Lutzker, Esq.             212                                        841-0707 

         (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? [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.

See Exhibit "A" attached hereto.
 
WifiMed Holdings Company, 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  May 16, 2008

By  /s/ Kathleen St. John                                          
 Kathleen St. John
Secretary

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) 

GENERAL INSTRUCTIONS

1. The 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 of Regulation S-T (§232.201 or §232.202 of this chapter) or apply for an adjustment in filing date pursuant to Rule 13(b) of this chapter). 

Exhibit "A" 

      Prior to the merger of a wholly-owned subsidiary of the Registrant on March 6, 2007 with and into WiFiMed, Inc. with WiFiMed, Inc. as the surviving corporation, the Registrant had nominal operations through its previously owned subsidiary Aquamer, Inc.  For accounting purposes, the aforementioned transactions were considered a reverse merger with WiFiMed, Inc. as the accounting acquirer.  A reasonable estimate of the Registrant’s results of operations for the quarterly period ended March 31, 2008 as compared to its results of operations for the same quarterly period of the last fiscal year cannot be made until the Registrant’s auditors review the unaudited financial information required to be provided in its Form 10-Q for the quarter ended March 31, 2008.

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