UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
________________________________________
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC File Number: 000-04186
(Check One):
¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form N-SAR
For Period Ended: June 30, 2012
Nothing on this Form shall be construed to imply that the Commission has verified any information contained herein
PART I. REGISTRANT INFORMATION
| THE SAGEMARK COMPANIES LTD. |
| Full Name of Registrant |
N/A |
| Former Name if Applicable |
1221 Avenue of the Americas, Suite 4200, New York, New York 10020 |
| Address of Principal Executive Office |
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 reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense |
| x | (b) The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, 11-K or Form N-SAR, 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 portion thereof will be filed on or before the fifth calendar day following the prescribed due date. | |
| x | (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 Form 10-K, 10-Q, N-SAR, or the transition report or portion thereof could not be filed within the prescribed period.
The Company is unable to file its Quarterly Report on Form 10-Q for the period ended June 30, 2012 within the prescribed period due to ministerial difficulties and the delay in receiving certain information. Such difficulties prevent the Company from filings its Form 10-Q without unreasonable effort or expense. The Company fully expects to be able to file its Form 10-Q within the additional time allowed by this notification.
PART IV. OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this notification:
Cathy Bergman: 212.921.5733
(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 the answer is no, identify report(s).
x 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 x No
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 SAGEMARK COMPANES LTD. |
| (Name of Registrant as Specified in Charter) |
has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: August 14, 2012 | By: | /s/ Cathy Bergman |
| Name: Cathy Bergman Title: Chief Financial Officer and Interim Chief Financial Officer | ||