UNITED STATES OMS APPROVAL
SECURITIES AND EXCHANGE COMMISSION OMB Number:
3235-0058
Washington, D.C. 20549 Expires: June
30, 1994
Estimated
average burden
hours per
response . . .
. 2.50
FORM 12B-25
SEC FILE
NUMBER
0-17206
NOTIFICATION OF LATE FILING
(Check One): [x]Form 10-K [ ] Form 20-F [ ]Form CUSIP NUMBER
10-Q [ ] Form N-SAR
561704305
For Period Ended: April 30, 1997
---------------------
[ ] 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 Instruction (on back page) 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:
Management Technologies Inc.
----------------------------
Full Name of Registrant
Former Name if Applicable
630 Third Avenue, 15th Floor
------------------------------
Address of Principal Executive Office (Street and Number)
New York, NY 10017
--------------------
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 reasons described in reasonable detail in Part III
of this form could not be eliminated without unreasonable
effort or
[x] expense;
(b) The subject annual report, semi-annual report,
transition report on Form 10-K, Form 20-F, 11-K, Form N-SAR,
or portion
thereof, will be filed on or before the fifteenth
calendar day following the prescribed due date; or the
subject quarterly report
of 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 the Form 10-K, 11-K, 10-Q, N-
SAR, or the transition report or portion thereof, could not be filed within the
prescribed time period. (ATTACH EXTRA SHEETS IF NEEDED)
On March 19 and 20, 1997, three subsidiaries of the Company were put into
administration in the United Kingdom. On July 22, 1997, a newly created
subsidiary of the Company acquired certain assets and assumed certain contracts
of the subsidiaries in administration. These events, taking place during the
audit period, and the departure of certain personnel employed by the Company's
UK subsidiaries, caused delays in establishing the fair value of certain
elements of the Company's consolidated balance sheet, and in establishing the
impact of the administration proceeding on the Company's consolidated results
for the year ended April 30, 1997. As a result the Company was not in a
position to file its annual report on Form 10-KSB in the statutory time frame.
(Attach Extra Sheets if Needed)
SEC 1344 (11.91)
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Patrick Huguenin (212) 983-5620
---------------- --------------------
(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 reports) been filed? If
answer 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.
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 a loss of approximately $4,000,000 on
approximately $21,000,000 in revenue before loss on disposition of
subsidiaries, for the year ended April 30, 1997, as compared to a
$10,802,000 loss on $21,227,000 in revenue for the year ended April 30,
1996.
Management Technologies, Inc.
--------------------------------------------------
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: July 29, 1997 By: /s/ Patrick Huguenin
--------------- ---------------------------
Patrick Huguenin, Chief Financial Officer
INSTRUCTION: The form may be singed 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
