SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
Commission File Number 0-2380
NOTIFICATION OF LATE FILING
(Check One):
[X] Form 10-K [_] Form 11-K [_] Form 20-F [_] Form 10-Q [_] Form N-SAR
For Period Ended: JUNE 30, 2004
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[_] 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 attached instruction sheet 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
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PART I
REGISTRANT INFORMATION
Full name of registrant: SPORTS ARENAS, INC.
Former name if applicable: N/A
Address of principal executive
office (Street and number): 7415 CARROLL ROAD, SUITE C
City, state and zip code: SAN DIEGO, CA 92121
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PART II
RULE 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.)
[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 Form 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 why the Form 10-K, 11-K, 20-F 10-Q, N-SAR
or the transition report portion thereof could not be filed within the
prescribed time period. (Attach extra sheets if needed.)
The Registrant is seeking relief pursuant to Rule 12b-25 (b) due to
the fact that the Registrant's Form 10-K for the year ended June 30,
2004 could not be filed without unreasonable effort or expense. The
Registrant anticipates filing its Form 10-K as soon as practicable,
but in no event later than October 13, 2004.
PART IV OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
STEVEN R. WHITMAN, CHIEF FINANCIAL OFFICER (858) 408-0364
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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 the 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.
Registrant expects to report in its Form 10-K:
A loss from continuing operations before income taxes and change in
accounting principle of approximately $4,000,000 for the year ended
June 30, 2004 as compared to income from continuing operations before
income taxes and change in accounting principle of approximately
$24,937,000 for the year ended June 30, 2003.
An approximate $1,223,000 decrease in revenues to approximately
$2,821,000 for the year ended June 30, 2004 from $4,044,000 for the
year ended June 30, 2003 due primarily to an decrease in golf related
sales and a decrease in other related party revenues.
A $1,376,000 provision for impairment loss in the year ended June 30,
2004 related to the Company's foreclosure on the note receivable from
Andrew Bradley, Inc. on June 30, 2004.
A decrease in the equity-in-income-of-investees of approximately
$26,045,000 to approximately $199,000 for the year ended June 30, 2004
from $26,244,169 for the year ended June 30, 2003 due primarily to a
gain recognized by the investee from the sale of real estate on April
1, 2003.
The afformentioned amounts are unaudited.
Sports Arenas, Inc. has caused this notification to be signed on its behalf by
the undersigned thereunto duly authorized.
Date: SEPTEMBER 27, 2004 By:/s/ STEVEN R. WHITMAN
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Steven R. Whitman
Chief Financial Officer