UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

  FORM 12b-25 SEC FILE NUMBER
    333-173702
  NOTIFICATION OF LATE FILING CUSIP NUMBER 
     

 

(Check one): ☐   Form 10-K  ☐ Form 20-F  ☐ Form 11-K  ☒ Form 10-Q  ☐ Form 10-D  ☐ Form N-SAR   ☐ Form N-CSR

 

For period ended: March 31, 2016

 

☐     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: N/A

 

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

 

EXCEL CORPORATION

 

Full Name of Registrant

 

Not applicable

 

Former Name if Applicable

 

6363 North State Highway 161, Suite 310

 

Address of Principal Executive Office (Street and Number)

 

Irving, Texas 75038

 

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, 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 or 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

 

Excel Corporation (“Excel” or the “Company”) is filing this Form 12b-25 with the Securities and Exchange Commission (the “Commission”) to report a delay in the filing of its quarterly report on Form 10-Q for the three months ended March 31, 2016. As previously reported on Form 8-K, the Company disposed of substantially all of the operations and certain assets of its Payprotec Oregon LLC subsidiary on April 30, 2016 and also acquired the US operations of Calpian Inc. on November 30, 2015. The Company is currently in the process of finalizing disclosure requirements related to these two transactions including pro forma data. The Company is unable to complete and file with the Commission the Form 10-Q by May 16, 2016 without unreasonable effort or expense. The Company expects to file the Form 10-Q with the Commission within five calendar days of the original prescribed date.

 

PART IV — OTHER INFORMATION

 

(1) Name and telephone number of person to contact in regard to this notification

 

  Robert Winspear   (972)   476-1000
  (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).         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?          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. The Company expects to report the following results for the quarter ended March 31, 2016:

 

      For the Three Months Ended  
      March 31,  
      2016     2015  
      (unaudited)     (unaudited)  
  Revenues   $ 4,013,576     $ 1,153,709  
  Costs and expenses     3,441,530       618,740  
  Net operating income from continuing operations     572,046       534,969  
                   
  Interest expense     328,616       78,904  
  Net income from continuing operations   $ 243,430     $ 456,065  
  Loss from discontinued operations     (1,322,043 )     (980,005 )
  Loss on disposal of operations     (840,641 )        
                   
  Net income   $ (1,919,254 )   $ (523,940 )
  Loss Per Share                
  Basic & Diluted   $ (0.020 )   $ (0.005 )

 

The results shown in the table above are preliminary and subject to change. The disposition of the Payprotec Oregon operations resulted in discontinued operations and the acquisition of Calpian’s US operations resulted in substantial differences between 2016 and 2015 results of continuing operations.

 

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EXCEL CORPORATION

(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 13, 2016 By   /s/ Robert L. Winspear
      Name:  Robert L. Winspear
      (Title): Chief Financial Officer

 

 

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