UNITED STATES
  SECURITIES AND EXCHANGE COMMISSION
  Washington, D.C. 20549
   
  FORM 12b-25
   
  NOTIFICATION OF LATE FILING

 

 

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SEC FILE NUMBER 

001-08789

 

 

CUSIP NUMBER
029595-10-5

 

 

 

 

(Check one):☐ Form 10-K    ☐ Form 20-F   ☐ Form 11-K   ☒ Form 10-Q   ☐ Form 10-D    ☐ Form N-SAR

☐ Form N-CSR 

 

For Period Ended: June 30, 2015

☐ 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:

 

 

 

PART I — REGISTRANT INFORMATION

 

AMERICAN SHARED HOSPITAL SERVICES

 

Full Name of Registrant

 

 

 

Former Name if Applicable

 

FOUR EMBARCADERO CENTER, SUITE 3700

 

Address of Principal Executive Office (Street and Number)

 

SAN FRANCISCO, CA 94111

 

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 reason 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 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 report on Form 10-D, 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 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 time period.

 

In order to complete its quarterly financial statements, the registrant sought to obtain certain valuation information from a third party. Gathering the information required the third party to use data that was based on very recent events and, accordingly, it was not possible for the registrant to incorporate it into its financial statements for a timely filing without unreasonable effort or expense. The information is now available and the registrant will file its second quarterly report on Form 10-Q within the time period provided in Rule 12b-25(b)(2)(ii).

 

PART IV — OTHER INFORMATION

 

(1)Name and telephone number of person to contact in regard to this notification

 

 

 

 

  

Craig K. Tagawa   415   788-5300 ext. 304
(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 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.

 

Based on its analysis of transactions that occurred well after the end of the second quarter of 2015, the Company has determined that the decline in the value of its investment in the common equity of Mevion Medical Systems is other than temporary. The Company obtained certain data from third parties only in the past few days and has not yet finalized a valuation of its investment or presented the methodology and results to its independent registered public accounting firm. Based on the work done to date, the non-cash impairment charge is expected to be approximately $2.1 million. The Company intends to maintain its equity interest in Mevion.

 

 

 

 

American Shared Hospital Services

 

(Name of Registrant as Specified in Charter)

 

has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date   August 14, 2015   By /s/ Craig K. Tagawa
        Craig K. Tagawa, Chief Operating and Financial Officer