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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number 0-14326
(Check one): / / Form 10-K and Form 10-KSB / / Form 11-K
/ / Form 20-F /X/ Form 10-Q and Form 10-QSB / / Form N-SAR
For Period Ended: SEPTEMBER 30, 1999
/ / Transition Report on Form 10-K and Form 10-KSB
/ / Transition Report on Form 20-F
/ / Transition Report on Form 11-K
/ / Transition Report on Form 10-Q and Form 10-QSB
/ / 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 ARISTA INVESTORS CORP.
Former name if applicable
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Address of principal executive office (STREET AND NUMBER)
116 JOHN STREET
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City, state and zip code NEW YORK, NEW YORK 10038
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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 appropriate box.)
(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 Forms 10- K, 10-KSB, 20-F, 11-K
or Form N-SAR, or portion thereof will be filed on
/X/ or before the fifteenth calendar day following the
prescribed due date; or the subject quarterly report
or transition report on Form 10-Q, 10-QSB, 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, 10-KSB,
11-K, 20-F, 10-Q, 10-QSB, N-SAR or the transition report portion thereof could
not be filed within the prescribed time period. (Attach extra sheets if needed.)
SEE ATTACHED SHEET
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
STANLEY S. MANDEL 212-964-2150
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(Name) (Area Code) (Telephone Number)
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(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.
SEE ATTACHED SHEET
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ARISTA INVESTORS CORP.
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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 November 15, 1999 By /s/ STANLEY S. MANDEL
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Stanley S. Mandel, President
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).
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Arista Investors Corp.
PART III - NARRATIVE
In September 1998, the Registrant's wholly-owned subsidiary, Arista
Insurance Company ("Arista Insurance"), entered into an Assumption Reinsurance
Agreement with The Guardian Life Insurance Company of America ("The Guardian"),
whereby the Registrant ceded its statutory, super statutory and voluntary
disability benefits insurance (the "Book of Insurance") to The Guardian. The
Registrant also entered into an Administrative Services Agreement with The
Guardian pursuant to which the Registrant serves as a third party administrator
of the Book of Insurance. The transactions contemplated by these agreements (the
"Transactions") were consummated in the fourth quarter ended December 31, 1998.
During the third quarter of 1999, The Guardian acquired a New York
insurance company, writing New York State statutory disability benefits
insurance as its principal line of business. The Registrant commenced
administering this new book of insurance business for The Guardian effective
August 1, 1999 under the Administrative Services Agreement. The Registrant,
as the third party administrator for The Guardian, required additional time
to transfer the policyholder records and financial records from both the
insurer and its former third party administrator to the Registrant. The
acquisition had originally been scheduled to be effective July 1, 1999.
As a result of the delay in the aforementioned transaction, the
Registrant required additional time to finalize its financial statements for
the quarter ended September 30, 1999.
PART IV - OTHER INFORMATION
The Registrant anticipates reporting income from continuing operations
before income tax provision of approximately $1,000 for the three-month period
ended September 30, 1999, as compared to a net loss from continuing operations
before income tax provision of approximately $37,000 for the three-month period
ended September 30, 1998. The increase in income was due to the receipt by the
Registrant of additional revenue from third party administrative services and a
reduction in general and administrative expenses.
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