SECURITIES AND EXCHANGE SYSTEM
WASHINGTON, D.C. 20549
FORM 12B-25
Commission File Number 0-24886
NOTIFICATION OF LATE FILING
(Check One): /x/ Form 10-K |_| Form 11-K |_| Form 20-F |_| Form 10-Q
|_| Form N-SAR
For Period Ended: DECEMBER 31, 1997
|_| Transition Report on Form 10-K |_| Transition Report on From 10-Q
|_| Transition Report on Form 20-K |_| Transition Report on Form N-SAR
|_| Transition Report on Form 11-K
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 ACRODYNE COMMUNICATIONS, INC..
Former name if applicable
516 TOWNSHIP LINE ROAD
Address of principal executive office (STREET AND NUMBER)
BLUE BELL, PA 19422
City, state and zip code
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;
/x/ (b) The subject annual report, semi-annual report, transition report on
Form 10-K, 20-F, 11-K or Form N-SAR, or portion thereof will be filed
on or before the 15th calendar day following the prescribed due date;
or the subject quartile 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 Form 10-K, 11-K, 20-F,
10-Q, N-SAR or the transition report portion thereof could not be filed within
the prescribed time period. (Attach extra sheets if needed.)
The Company could not complete its filing on Form 10-KSB for its fiscal
year ended December 31, 1997 (the "1997 10-KSB") until April 1, 1998 due to the
fact that the Company was informed by its accountants on March 30, 1998 that
prior to filing the 1997 10-KSB, the Company would be required to amend and
restate it filing on Form 10-KSB for its fiscal year ended December 31, 1996
(the "1996 10-KSB") to comply with certain SEC guidelines regarding beneficial
conversion features associated with the sale of the Company's 8% Convertible
Redeemable Preferred Stock in April and May of 1996. On March 31, 1998, the
Company filed an amended and restated version of the 1996 10-KSB on Form
10-KSB/A. As a result of having to make such filing, the Company was delayed by
one business day in filing the 1997 10-KSB which was filed earlier today (April
1, 1998) prior to the filing of this Form 12b-25.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contract in regard to this
notification.
EVE BROZYNO (215) 542-7000 X113
(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 reports(s). /x/ Yes |_| No
(3) It is 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.
As noted above, the Company's 1997 10-KSB has been filed earlier today and
contains the relevant information required by item 3 above.
ACRODYNE COMMUNICATIONS, 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 1, 1998 By: /S/ A. ROBERT MANCUSO
- ------------------------- -----------------------
A. Robert Mancuso
President and Chief
Executive Officer
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 of the General Rules and
Regulations under the Securities 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, DC 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 the 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 a report within the time period prescribed due to difficulties
in electronic filing should comply with either Rule 201 or Rule 202 of
Registration S-T or apply for an adjustment in filing date pursuant to Rule
13(b) of Regulation S-T.
