UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
12b-25
NOTIFICATION
OF LATE FILING
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SEC File Number: |
333-148722
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CUSIP Number: |
577739105
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(Check
One):
| For Period Ended: |
March 31,
2010
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oTransition
Report on Form 10-K
oTransition
Report on Form 20-F
oTransition
Report on Form 11-K
oTransition
Report on Form 10-Q
oTransition
Report on Form N-SAR
| For the Transition Period
Ended: |
N/A
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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
Max Cash Media,
Inc.
Full Name
of
Registrant
N.A.
Former
Name if Applicable
50 Brompton Road, Apt.
1X
Address
of Principal Executive Office (Street and
Number)
Great
Neck, NY 11021
City,
State and Zip Code
Copy
to:
Adam S.
Gottbetter
Gottbetter
& Partners, LLP
488
Madison Avenue, 12th Floor
New York,
NY 10022
Phone: (212)
400-6900
Facsimile: (212)
400-6901
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)
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(a)
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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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| x |
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(b)
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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 |
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(c)
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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 reason 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. (Attach extra sheets if
needed.)
The registrant is unable to file its
Quarterly Report on Form 10-Q for the quarter ended March 31, 2010 (the “Report”) by the prescribed date of May 17,
2010, without unreasonable effort or expense
because the registrant needs additional time to complete certain disclosures and
analyses to be included in the Report. The registrant intends to file
the Report on or prior to the fifth calendar day following the prescribed due
date.
PART
IV
OTHER
INFORMATION
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(1)
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Name
and telephone number of person to contact in regard to this
notification.
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Barrett S.
DiPaolo
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(212)
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400-6900
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(Name)
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(Area
Code)
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(Telephone
Number)
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(2)
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Have
all other periodic reports required under Section 13 or 15(d) or 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 YesoNo
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| (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?
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If so,
attach an explanation of the anticipated change, both narratively and
quantitatively, and, if appropriate, state the reason why a reasonable estimate
of the results cannot be made.
The
registrant had no revenues in either the three months ended March 31, 2010, or
the three months ended March 31, 2009. The registrant incurred an
operating loss of $15,373 for the three month period ended March 31, 2010,
compared to an operating loss of $7,613 for the three months ended March 31,
2009, due mainly to increased professional fees related to financial reporting
obligations and partially offset by lower general and administrative
expenses. Net loss for the three months ended March 31, 2010 was $16,483,
compared to $7,613 for the three months ended March 31, 2009. The increase
in net loss reflects an increase in professional fees related to financial
reporting obligations, from $3,958 for the three months ended March 31, 2009 to
$14,123 for the three months ended March 31, 2010. General and
administrative expenses decreased from $3,655 for the three months ended March
31, 2009 to $1,250 for the three months ended March 31, 2010. The
registrant also incurred a net interest expense of $1,109 in the three months
ended March 31, 2010, related to a convertible promissory note issued on July
29, 2009.
The
registrant had no revenues in either the six months ended March 31, 2010, or the
six months ended March 31, 2009. For the six months ended March 31,
2010, the registrant incurred an operating loss of $52,049, compared to an
operating loss of $18,991 for the six months ended March 31, 2009. The
increase in operating loss for the six month period was mainly due to increased
professional fees related to financial reporting obligations, partially offset
by lower general and administrative expenses. Net loss for the six
months ended March 31, 2010 was $54,290, compared to a net loss of $18,991 for
the six months ended March 31, 2009. The increase in net loss
reflects an increase in professional fees from $11,277 for the six months ended
March 31, 2009 to $49,137 for the six months ended March 31,
2010. General and administrative expenses decreased from $7,714 for
the six months ended March 31, 2009 to $1,250 for the three months ended March
31, 2010. The registrant also incurred a net interest expense of
$2,241 in the six months ended March 31, 2010 related to the convertible
promissory note described above.
The
foregoing information is preliminary and unaudited and may be subject to change
in the Report when filed.
Max
Cash Media, Inc.
(Name of
Registrant as Specified in Charter)
has
caused this notification to be signed on its behalf by the undersigned
heretofore duly authorized.
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Date: May 18,
2010
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By:
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/s/ Noah
Levinson |
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Name: Noah
Levinson |
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Title: Chief
Executive Officer and Chief
Financial Officer |
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