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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 | OMB Number: | 3235-0058 | |
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FORM 12b-25 | SEC FILE NUMBER | |
000-03026 | ||
CUSIP NUMBER | ||
NOTIFICATION OF LATE FILING | 699058103 |
(Check one): | ¨ Form 10-K | ¨ Form 20-F | ¨ Form 11-K | x Form 10-Q | ¨ Form 10-D | ¨ Form N-SAR | ¨ Form N-CSR |
For Period Ended: March 31, 2019 | ||
¨ | 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: ____________________ |
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
Paradise, Inc. |
Full Name of Registrant |
N/A |
Former Name if Applicable |
1200 W. Dr. Martin Luther King Jr. Blvd. |
Address of Principal Executive Office (Street and Number) |
Plant City, Florida 33563 |
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)
x | (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 the reasons 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.
Paradise, Inc. (the “Company”) is unable to complete the preparation, review and filing of its quarterly report on Form 10-Q for the period ending March 31, 2019 within the prescribed period without unreasonable effort or expense. The delay in filing the Form 10-Q is due to the recent effort involved with filing the Company’s Form 8-K on April 16, 2019 and Form PREM 14A on May 3, 2019 in connection with the Company having entered into an Asset Purchase Agreement with Seneca Foods Corporation to sell substantially all of the Company’s assets engaged in the production, manufacture, sale and distribution of glace’ fruit products. The Company intends to file its first quarter Form 10-Q on or before May 20, 2019, the prescribed due date under Rule 12b-25(b).
Forward-Looking Statements
The foregoing statement about the anticipated timing of the filing of the Form 10-Q is a forward-looking statement within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are based upon information presently available to the Company and assumptions that it believes to be reasonable. Investors are cautioned not to place undue reliance upon forward looking statements in this notification of late filing. The Company undertakes no obligation to revise or update forward-looking statements to reflect events or circumstances after the date of this filing, except as required by law.
PART IV — OTHER INFORMATION
(1) | Name and telephone number of person to contact in regard to this notification |
Jack M. Laskowitz | 813 | 752-1155 | ||
(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 x | 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 x |
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.
Paradise, 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: May 15, 2019 | By: | /s/ Jack M. Laskowitz |
Jack M. Laskowitz | ||
Chief Financial Officer |