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| SEC FILE NUMBER | |
| 333-99455 | |
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
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(Check one): | | o Form 10-K o Form 20-F o Form 11-K þ Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR |
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| | For Period Ended: | | June 30, 2007 |
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| | o Transition Report on Form 10-K | |
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| | o Transition Report on Form 20-F | |
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| | o Transition Report on Form 11-K | |
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| | o Transition Report on Form 10-Q | |
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| | o 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.
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
Former Name if Applicable
401 Congress Avenue, Suite 1540
Address of Principal Executive Office (Street and Number)
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) | | 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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| | (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 |
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| | | (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.
As described in more detail in the Registrant’s current report on Form 8-K, as filed with the Securities and Exchange Commission on May 16, 2007, during the Registrant’s preparation of its audited consolidated financial statements for the fiscal year ended December 31, 2006, the Registrant’s management, in conjunction with BDO Patel and Al Saleh (“BDO Patel”), the Registrant’s current independent registered public accounting firm, determined that certain errors existed in the Registrant’s previously issued audited consolidated financial statements for the fiscal year ended December 31, 2005. Discovery of these errors lead Registrant’s management, in consultation with the Registrant’s audit committee, BDO Patel, and Beckstead and Watts (the Registrant’s former independent registered public accounting firm), to restate the Registrant’s financial statements for the fiscal year ended 2005 and for the quarterly periods presented in 2005 and 2006.
The Registrant continues to finalize the financials statements to be presented in its restatement. Due to other unexpected delays, the auditor’s review could not be completed in time to file the Quarterly Report by the filing deadline. The Registrant is working diligently to finalize the auditor’s review and anticipates filing within the extended filing period, pursuant to Rule 12b-25.
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