- Notification that Annual Report will be submitted late (NT 10-K)
March 01 2012 - 3:47PM
Edgar (US Regulatory)
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SEC FILE NUMBER
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CUSIP NUMBER
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864596101
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
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(Check One)
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x
Form 10-K
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Form 20-F
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Form 11-K
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Form 10-Q
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Form
10-D
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Form N-SAR
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Form N-CSR
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For Period Ended: December 31, 2011
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Transition Report on Form 10-K
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Transition Report on Form 20-F
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Transition Report on Form 11-K
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Transition Report on Form 10-Q
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Transition Report on Form N-SAR
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For the Transition Period Ended:
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Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
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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
Full Name of Registrant
Former Name if Applicable
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1500 Fashion Island Blvd., Suite 300
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Address of Principal Executive Office
(Street and Number)
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)
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x
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(a)
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The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or
expense;
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(b)
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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
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(c)
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The accountants statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.
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PART III NARRATIVE
State below in reasonable detail the reasons 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.
SuccessFactors, Inc. (
SuccessFactors
or
the
Company
) is unable to timely file its Annual Report on Form 10-K for the year ended December 31, 2011 (the
Form 10-K
) without unreasonable effort or expense by the prescribed due date. The Company
entered into an Agreement and Plan of Merger dated as of December 3, 2011 with SAP America, Inc., a Delaware corporation and a wholly-owned subsidiary of SAP AG (
SAP America
) and Saturn Expansion Corporation, a Delaware
corporation and a wholly-owned subsidiary of SAP America (the
Merger Agreement
), and became a wholly-owned subsidiary of SAP America on February 22, 2012, upon the completion of the transactions contemplated in the Merger
Agreement. The Companys resources have been directed to completion of the foregoing transaction and, as a result, this Form 10-K could not be filed within the prescribed time period. The draft Form 10-K currently remains subject to review by
the Companys auditors and management and is expected to be filed by March 15.
PART IV OTHER
INFORMATION
(1)
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Name and telephone number of person to contact in regard to this notification
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Hillary B. Smith
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650
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645-2000
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(Name)
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(Area Code)
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(Telephone Number)
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(2)
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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
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No
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(3)
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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?
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Yes
x
No
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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.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
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Date:
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March 1, 2012
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By:
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/s/ Bruce C. Felt
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Name:
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Bruce C. Felt
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Title:
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Chief Financial Officer
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