UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One):
|X| Form 10-K |_| Form 11-K |_| Form 20-F | | Form 10-Q
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For Period Ended: January 31, 2004
[ ] 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: ____________________________
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
DECTRON INTERNATIONALE, INC.
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Full Name of Registrant
4300 Poirier Blvd.
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Address of Principal Executive Office (Street and Number)
Montreal, Quebec, Canada H4R 2C5
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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 appropriate box.)
|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, 20-F, 11-K or N-SAR, or portion thereof, will be filed on or before the
15th 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, 11-K, 20-F,
10-Q, N-SAR, or the transition report or portion thereof, could not be filed
within the prescribed time period.
The registrant is unable to file its Annual Report on Form 10-K for the
period ended January 31, 2004 within the prescribed period due to ministerial
difficulties, without unreasonable effort or expense. Such difficulties prevent
the registrant from filing said report because such information is integral to
the report. The registrant fully expects to be able to file within the
additional time allowed by this report.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Arthur S. Marcus, Esq. (212) 752-9700
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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 answer is no,
identify report(s). |X| Yes |_| No
(3) Is it anticipated that any significant change in results of operation for
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
For the year ended January 31, 2004, the Registrant's net revenue is
approximately $39 million, compared to approximately $ 34 million for the year
ended January 31, 2003 an increase of approximately $5 million.
The Registrant expects to report a net loss of 1.7 million for the year ended
January 31, 2004, compared to net income of $ 1.1 million for the year ended
January 31, 2003.
Dectron Internationale, 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.
Date: May 3, 2004 By: /s/ Mauro Parissi
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Mauro Parissi
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)