Report of unscheduled material events or corporate changes.
8-K
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): November 23, 2004
Provo International, Inc.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
001-15673 13-3950283
--------------------- ---------------------------------
(Commission File No.) (IRS Employer Identification No.)
One Blue Hill Plaza
P.O. Box 1548
Pearl River, New York 10965
(845) 623-8553
(Address and telephone number of principal
executive offices and place of business)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below)
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13ed-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 7.01 REGULATION FD DISCLOSURE
Provo International, Inc. (the "Company") (formerly Frontline
Communications Corp) announced that there will be a delay in filing its
quarterly report on Form 10-QSB for the period ended September 30, 2004. On
November 15, 2004 the Company retained a new firm as the Company's Independent
Registered Public Accounting Firm. Subsequent to the Company filing its
quarterly report on Form 10-QSB for the quarter ended June 30, 2004, the
Company's former Independent Registered Public Accounting Firm advised the
Company that they did not complete their review of the Form 10-QSB. Therefore,
the new firm will review Form 10-QSB for the quarters ended June 30, 2004 and
September 30, 2004. Because of the time required for the new firm to complete
the review of two quarters, there will be a delay in the filing of Form 10-QSB
for the quarter ended September 30, 2004. The Company anticipates completing all
its filings in accordance with a plan it has submitted to the American Exchange
to bring the Company back into compliance with the Exchange's listing standards
prior to December 16, 2004. There can be no assurance that the Company's plan
will be accepted by the Exchange.
The Company estimates that its results of operations for the three
months ended September 30, 2004 as reflected in its statement of operations to
be included in its Form 10-QSB for the quarter ended September 30, 2004 will
reflect a loss available to common shareholders of $738,391 compared to a net
loss of $216,485 for the corresponding period in 2003. For the nine months ended
September 30, 2004, the registrant expects to report a loss available to common
shareholders of $1,128,903 compared to a net loss of $754,168 for the
corresponding period in 2003.
Item 9.01 Financial Statements and Exhibits
( c ) Exhibits
99.1 Copy of Press Release of November 23, 2004.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: November 23, 2004
Provo International, Inc.
By: /s/ Stephen J. Cole-Hatchard
--------------------------------
Stephen J. Cole-Hatchard, CEO
2
Exhibit 99.1
Provo International Announces Delay
in Filing Form 10-QSB For the Period Ended September 30, 2004
PEARL RIVER, N.Y.--(BUSINESS WIRE)--Nov. 23, 2004--Provo
International, Inc. (formerly Frontline Communications Corp).
(AMEX:FNT) www.fcc.net, announced that there will be a delay in filing
its quarterly report on Form 10-QSB for the period ended September 30,
2004. On November 15, 2004 the Company retained a new firm as the
Company's Independent Registered Public Accounting Firm. Subsequent to
the Company filing its quarterly report on Form 10-QSB for the quarter
ended June 30, 2004, the Company's former Independent Registered
Public Accounting Firm advised the Company that they did not complete
their review of the Form 10-QSB. Therefore, the new firm will review
Form 10-QSB for the quarters ended June 30, 2004 and September 30,
2004. Because of the time required for the new firm to complete the
review of two quarters, there will be a delay in the filing of Form
10-QSB for the quarter ended September 30, 2004. The Company
anticipates completing all its filings in accordance with a plan it
has submitted to the American Exchange to bring the Company back into
compliance with the Exchange's listing standards prior to December
16,
2004. There can be no assurance that the Company's plan will be
accepted by the Exchange.
The Company estimates that its results of operations for the three
months ended September 30, 2004 as reflected in its statement of
operations to be included in its Form 10-QSB for the quarter ended
September 30, 2004 will reflect a loss available to common
shareholders of $738,391 compared to a net loss of $216,485 for the
corresponding period in 2003. For the nine months ended September 30,
2004, the registrant expects to report a loss available to common
shareholders of $1,128,903 compared to a net loss of $754,168 for the
corresponding period in 2003.
About Provo International Inc.
Founded in 1995 as Frontline Communications Corporation and
currently traded on the American Stock Exchange under the symbol FNT,
Provo International Inc. is a provider of internet bandwidth services
and award winning Ecommerce, programming and website development,
design and hosting services through its PlanetMedia group,
www.pnetmedia.com. In addition, the company is currently launching its
Provo Paycard and other payroll disbursement products and services.
The statements which are not historical facts contained in this
press release are forward looking statements that involve certain
known and unknown risks and uncertainties, including but not limited
to, changes in the market for Internet or distribution services,
regulatory and technological changes, economic factors, increased
competition, foreign currency devaluation, foreign market risk, and
the nature of supplier or customer arrangements which become available
to the Company in the future. The Company's actual results may differ
materially from the results discussed in or implied by any
forward-looking statement. The words "intend," "expect," "should,"
"project," and "anticipate," and similar expressions identify forward
looking statements. Readers are cautioned not to place undue reliance
on these forward looking statements which speak only as of the date
they were made.
CONTACT: Provo International Inc.
Stephen J. Cole-Hatchard, 845-623-8553
Fax: 845-623-8669
scolehatchard@fcc.net
or
Investor Relations, 845-623-8553 ext. 1108
Fax: 845-623-8669
investorrelations@fcc.net