UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D. C. 20549
FORM
12b-25
Notification
of Late Filing
SEC
File Number: 000-22945
CUSIP
Number: 42327L200
(Check
One)
☒
Form 10-K ☐ Form 20-F ☐ Form 10-Q ☐ Form N-SAR
For
Period Ended: December 31, 2017
☐
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:
PART
I -- REGISTRANT INFORMATION
Full
Name of Registrant: HELIOS AND MATHESON ANALYTICS INC.
Address
of Principal Executive Office: Empire State Building, 350 5th Avenue, Suite 7520
New
York, New York 10118
Telephone:
(212) 979-8228
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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(a) 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) 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 reported 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) The accountant's 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 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 period.
Helios and Matheson Analytics Inc. (the “Company”)
was unable to file its Annual Report on Form 10-K for the fiscal year ended December 31, 2017 within the prescribed period due
to the Company requiring additional time to work internally with its staff and externally with its outside auditors to prepare
and finalize the Annual Report. The Company fully expects to file its Form 10-K within the additional time allowed by this notice.
PART
IV -- OTHER INFORMATION
(1) Name
and telephone number of person to contact in regard to this notification.
Stuart
Benson
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(646)
780-0044
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(Name)
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(Area Code) (Telephone
Number)
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(2) Have
all other periodic reports required under section 13 or 15(d) of the Securities and 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).
☒
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’s net loss for the fiscal year ended
December 31, 2017 is significantly larger than its loss for the fiscal year ended December 31, 2016, due primarily to the costs
associated with the Company’s financing activities during 2017, the full year results of the Company’s November 2016
acquisition of Zone Technologies, Inc. and the Company’s December 2017 acquisition of a majority of MoviePass Inc. The Company
had increases in revenue and increases in costs of sales, and as mentioned above, the Company had a significant increase in the
cost of financing activities. The net loss is expected to be approximately $153 million, of which approximately $101 million is
attributable primarily to derivative expenses and other non-cash financing costs and the balance is attributable to loss from
operations.
HELIOS
AND MATHESON ANALYTICS INC.
(Name
of Registrant as Specified in Charter)
has caused
this notification to be signed on its behalf by the undersigned thereunto duly authorized.
Date: April 3, 2018
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By:
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/s/ Stuart
Benson
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Stuart Benson, Chief Financial Officer
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INSTRUCTION:
The form may be signed by an executive officer of the Registrant or by any other duly authorized representative. The name and
title of the person signing the form shall be typed or printed beneath the signature. If the statement is signed on behalf of
the Registrant by an authorized representative (other than an executive officer), evidence of the representative’s authority
to sign on behalf of the Registrant shall be filed with the form.
ATTENTION
Intentional
misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).
GENERAL
INSTRUCTIONS
1. This
form is required by Rule 12b-25 (17 CFR 240.12b-25) of the General Rules and Regulations under the Securities Exchange Act of
1934.
2. One
signed original and four conformed copies of this form and amendments thereto must be completed and filed with the Securities
and Exchange Commission, Washington, D.C. 20549, in accordance with Rule 0-3 of the General Rules and Regulations under the Act.
The information contained in or filed with the form will be made a matter of public record in the Commission files.
3. A
manually signed copy of the form and amendments thereto shall be filed with each national securities exchange on which any class
of securities of the Registrant is registered.
4. Amendments
to the notifications must also be filed on Form 12b-25 but need not restate information that has been correctly furnished. The
form shall be clearly identified as an amended notification.
5.
Electronic Filers
: This form shall not be used by electronic filers unable to timely file a report solely due to electronic
difficulties. Filers unable to submit reports within the time period prescribed due to difficulties in electronic filing should
comply with either Rule 201 or Rule 202 of Regulation S-T (§232.201 or §232.202 of this chapter) or apply for an adjustment
in filing date pursuant to Rule 13(b) of Regulation S-T (§232.13(b) of this chapter).
6.
Interactive
data submissions
. This form shall not be used by electronic filers with respect to the submission or posting of an Interactive
Data File (§232.11 of this chapter). Electronic filers unable to submit or post an Interactive Data File within the time
period prescribed should comply with either Rule 201 or 202 of Regulation S-T (§232.201 and §232.202 of this chapter).
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