UNITED STATES | ||
SECURITIES AND EXCHANGE COMMISSION | ||
Washington, D.C. 20549 | SEC FILE NUMBER | |
000-54293 | ||
FORM 12b-25 | CUSIP NUMBER | |
G5693V 105 | ||
NOTIFICATION OF LATE FILING |
(Check one): | ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR | ||
For Period Ended: | September 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
Arabella Exploration, Inc.
Full Name of Registrant
Former Name if Applicable
509 Pecan Street, Suite 200
Address of Principal Executive Office (Street and Number)
Fort Worth, Texas 76102
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 reasons 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, 11-K, Form N SAR or From 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 of 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 Forms 10-K, 20-F, 11-K, 10-Q, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
The Quarterly Report on Form 10-Q of Arabella Exploration, Inc. (the “Company”) could not be filed within the prescribed time period because of a delay experienced by the Company in compiling required information to complete its financial statements. As a result, the Company’s auditors require additional time to complete its review of the Company’s consolidated financial statements.
PART IV
OTHER INFORMATION
(1) | Name and telephone number of person to contact in regard to this notification |
Jason Hoisager | 432 | 897-4755 | |||
(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 reports) 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. | ||
See Exhibit A. |
2 |
Arabella Exploration, Inc. | ||
(Name of Registrant as Specified in Charter) |
Has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
Date : November 16, 2015 | By: | /s/ Jason Hoisager |
Name: Jason Hoisager | ||
Title: 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 (17 CFR 240.12b-25) of the General Rules and Regulations under the Securities Exchange 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, D.C. 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 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. |
3 |
Exhibit A
The Company anticipates a significant change in the results of its operations for the nine months ended September 30, 2015 as opposed to the prior year period. The change is a result of (i) the significantly reduced price for oil in the nine months ended September 30, 2015 as compared to the prior year period and (ii) gains on the sale of oil and gas properties that took place in the nine months ended September 30, 2014 . The Company estimates that oil and gas revenue for the nine months ended September 30, 2015 will be approximately $1.0 million, as opposed to $2.7 million for the prior year period. The Company sold a number of oil and gas properties during the nine months ended September 30, 2014, resulting in approximately $3.0 million in gains on the sale of oil and gas properties, while the Company did not sell any oil and gas properties in the nine months ended September 30, 2015. The Company estimates that its net loss for the nine months ended September 30, 2015 will be approximately $8.3 million, as opposed to a net loss of $1.2 million in the prior year period.