Notification That Quarterly Report Will Be Submitted Late (nt 10-q)
15 Août 2016 - 8:36PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
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(Check One):
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☐ Form 10-K
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☐ Form 20-F
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☐ Form 11-K
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☒ Form 10-Q
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☐ Form 10D
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☐ Form N-SAR
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☐ Form
N-CSR
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For Period Ended: June 30, 2016
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☐ Transition Report on Form 10-K
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☐ Transition Report on Form 20-F
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☐ Transition Report on Form 11-K
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☐ Transition Report on Form 10-Q
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☐ Transition Report on Form N-SAR
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For the Transition Period Ended:
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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.
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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
Health Discovery Corporation
Full Name of Registrant
Direct Wireless Communications, Inc.
Former Name if Applicable
4243 Dunwoody Club Drive, Suite 202
Address of Principal Executive Office
(Street and Number)
Atlanta, Georgia 30350
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.)
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(a)
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The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
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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.
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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.
Health Discovery
Corporation (the “Registrant”) is unable without unreasonable effort and expense to file its Quarterly Report on Form
10-Q by the prescribed due date. The Registrant is processing certain information related to calculating costs related to warrant
liability matters which requires additional time to review and to provide appropriate disclosure. The Registrant intends to file
the subject Quarterly Report on Form 10-Q on or before 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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Kevin Kowbel
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(678)
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336-5300
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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) 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). ☒ Yes ☐ No
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(3)
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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
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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
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Management
anticipates that the Registrant will report a net loss for the three months ended June 30, 2016, of $538,265, compared to a loss
of $172,428
for the three months ended June 30, 2015. Management
believes that the higher net loss will result primarily from the inclusion of an anticipated $255,800 change in the fair value
of the warrant liability related to the common stock warrants issued to Series C investors and option awards to employees and consultants.
Health Discovery Corporation
(Name of Registrant as Specified in Charter)
has caused this notification to be signed
on its behalf by the undersigned by the undersigned thereunto duly authorized.
Date: August 15, 2016
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By:
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/s/ Kevin Kowbel
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Kevin Kowbel
Chairman & Chief Executive Officer
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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).
Health Discovery (CE) (USOTC:HDVY)
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