UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
(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: SEPTEMBER 30, 2006
----------------------------------
[_] 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
INTERLINK ELECTRONICS, INC.
--------------------------------------------------------------------------------
Full Name of Registrant
--------------------------------------------------------------------------------
Former Name if Applicable
546 FLYNN ROAD
--------------------------------------------------------------------------------
Address of Principal Executive Office (STREET AND NUMBER)
CAMARILLO, CA 93012
--------------------------------------------------------------------------------
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 box if appropriate)
(a) The reason described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or
expense
(b) The subject annual report, semi-annual report, transition
report on Form 10-K, Form 20-F, Form 11-K or 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 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.
As disclosed in the Current Report on Form 8-K filed by the Registrant
on November 3, 2005, the Registrant's Audit Committee, on management's
recommendation, concluded that the Registrant's financial statements for the
years ended December 31, 2003 and December 31, 2004 and the quarters ended March
31, 2005 and June 30, 2005 should no longer be relied upon and should be
restated. In connection with the restatement, an independent investigation was
undertaken at the
direction of the Registrant's Audit Committee. The Registrant announced the
completion of this independent investigation in its Current Report on Form 8-K
filed on March 6, 2006.
Since that time, the Registrant's management has worked diligently to
finalize the restatement and subsequently, on July 24, 2006, the Registrant
filed its Quarterly Report on Form 10-Q for the three months ended September 30,
2005 and its Annual Report on Form 10-K for the year ended December 31, 2005,
which reports included the restated financial statements. Since the filing of
the reports for the 2005 periods, the Registrant's management has turned its
attention towards, and has worked diligently to finalize, its financial
statements for the quarters ended March 31, 2006, June 30, 2006, and September
30, 2006, together with the implementation of appropriate additional internal
controls over financial reporting. Due to the time and effort involved, however,
the Registrant has not been able to finalize its financial statements without
unreasonable effort or expense, and is not able to file its Quarterly Report on
Form 10-Q for the three months ended September 30, 2006 within the prescribed
time period. The Company now expects to file its Quarterly Report on Form 10-Q
for the three months ended September 30, 2006 in December 2006.
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
CHARLES C. BEST 805 484 1356
------------------- ----------- ------------------
(Name) (Area Code) (Telephone Number)
(2) Have all other periodic report 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).
Yes [_] No [X]
The Registrant has not filed its Quarterly Reports on Form 10-Q for the
quarters ended March 31, 2006 and June 30, 2006, but expects to file such
reports on or before November 30, 2005.
(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.
The Registrant anticipates that its results of operations for the three
months ended September 30, 2006 will reflect a net loss, but that this net loss
will be less than the loss for the three months ended September 30, 2005.
However, for the nine month period ended September 30, 2006, the Registrant
expects a net loss that is greater than the net loss from operations for the
nine months ended September 30, 2005. The Registrant is unable to estimate the
amount of these net losses because it is still finalizing its financial
statements for these periods.
--------------------------------------------------------------------------------
INTERLINK ELECTRONICS, 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 NOVEMBER 13, 2006 By /S/ CHARLES C. BEST
----------------- ------------------------------------
2
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. This 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 reports within the time period prescribed due
to difficulties in electronic filing should comply with either Rule 201
or Rule 202 of Regulation S-T (ss.232.201 or ss.232.202 of this
chapter) or apply for an adjustment in filing date pursuant to Rule
13(b) of RegulatioN S-T (ss.232.13(b) of this chapter).
3