UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number: 1-14337
(Check One): [ ] Form 10-K [ ] Form 11-K [ ] Form 20-F [X] Form 10-Q
[ ] Form N-SAR [ ] Form N-CSR
For Period ended: March 31, 2005
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[ ] Transition Report on Form 10-K [ ] Transition Report on Form 10-Q
[ ] Transition Report on Form 20-F [ ] Transition Report on Form N-SAR
[ ] Transition Report on Form 11-K
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.
If the notification relates to a portion of the filing checked above,
identify the item(s) to which the notification relates:
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PART I
REGISTRANT INFORMATION
Full name of registrant Penton Media, Inc.
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Former name if applicable
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Address of principal executive office (Street and number)
1300 East Ninth Street
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City, state and zip code Cleveland, Ohio 44114
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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)
(a) The reasons 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
[X] 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 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 the reasons why Forms 10-K, 20-F, 11-K,
10-Q, N-SAR, N-CSR, or the transition report or portion thereof, could not be
filed within the prescribed time period.
Penton Media Inc. (the "Company") is currently in the process of
analyzing its accumulated other comprehensive loss balance at March 31, 2005 in
connection with the accounting for the sale of Penton Media Europe Limited in
April 2005. Based on the outcome of this analysis, certain cumulative
translation adjustment balances in 2001 and prior years may be effected by
approximately $1.0 million, which could affect our retained deficit and
accumulated other comprehensive loss balances at December 31, 2004, with no
affect on total Stockholders' deficit. Because the analysis is not yet complete,
we were not be in a position to file our Quarterly Report on Form 10-Q for the
quarter ended March 31, 2005 by May 16, 2005, but expect to file no later than
May 23, 2005.
If an adjustment is required, the Company will need to determine the effect of
this adjustment on its assessment of its internal control structure.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Preston L.Vice (216) 696-7000
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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?
[ ] 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.
Penton Media, Inc.
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(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the
undersigned thereunto duly authorized.
Date May 17, 2005 By /s/ Preston L. Vice
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Name: Preston L. Vice
Title: Chief Financial Officer