0001144204-17-017887.txt : 20170331 0001144204-17-017887.hdr.sgml : 20170331 20170331082941 ACCESSION NUMBER: 0001144204-17-017887 CONFORMED SUBMISSION TYPE: NT 10-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20161231 FILED AS OF DATE: 20170331 DATE AS OF CHANGE: 20170331 EFFECTIVENESS DATE: 20170331 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRANSGENOMIC INC CENTRAL INDEX KEY: 0001043961 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] IRS NUMBER: 911789357 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: NT 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-36439 FILM NUMBER: 17728064 BUSINESS ADDRESS: STREET 1: 12325 EMMET ST CITY: OMAHA STATE: NE ZIP: 68164 BUSINESS PHONE: 4027385480 MAIL ADDRESS: STREET 1: 12325 EMMET STREET CITY: OMAHA STATE: NE ZIP: 68164 NT 10-K 1 v463175_nt10k.htm NT 10-K

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

  

FORM 12b-25

 

NOTIFICATION OF LATE FILING  

 

 

(Check one): x   Form 10-K   ¨   Form 20-F     ¨   Form 11-K    ¨     Form 10-Q    ¨   Form 10-D ¨   Form N-SAR
  ¨     Form N-CSR                      

  

  For Period Ended: December 31, 2016
   
  ¨    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
 
TRANSGENOMIC, INC.
Full Name of Registrant
 
N/A
Former Name if Applicable
 
12325 Emmet Street
Address of Principal Executive Office (Street and Number)
 
Omaha, NE 68164
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 reason 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, 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 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.

 

Transgenomic, Inc. (the “ Company ”) is filing this Notification of Late Filing on Form 12b-25 with respect to its Annual Report on Form 10-K for the fiscal year ended December 31, 2016 (the “ Form 10-K ”).  

 

As disclosed in the Company’s Form 8-Ks dated as of January 19, 2017 and February 24, 2017, effective January 12, 2017, Ernst & Young LLP (“E&Y”) was dismissed as the Company’s auditor and subsequent thereto on February 24, 2017, the Company engaged Marcum LLP to replace E&Y as the Company’s auditor to audit the Company’s consolidated financial statements for the fiscal year ended December 31, 2016. The Company requires additional time for compilation and review of its Form 10-K to ensure adequate disclosure of certain information required to be included in such Form 10-K. Accordingly, the Company’s preparation of its Form 10-K cannot be accomplished in order to permit a timely filing without undue hardship and expense. The Form 10-K will be filed as soon as possible following the prescribed due date.

  

PART IV -- OTHER INFORMATION

 

  (1) Name and telephone number of person to contact in regard to this notification.

 

Paul Kinnon

President and Chief Executive Officer

 (402) 452-5400
(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 result cannot be made.  

 

TRANSGENOMIC, 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: March 31, 2017   By: /s/ Paul Kinnon
       

Paul Kinnon

President and Chief Executive Officer