NT 10-K 1 spi_nt10k-123112.htm NT 10-K spi_nt10k-123112.htm
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, 2012
   
   
¨   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
 
SOLAR POWER, INC.
Full Name of Registrant
 
Former Name if Applicable
 
2240 DOUGLAS BOULEVARD, SUITE 200
ROSEVILLE, CALIFORNIA 95661-3875
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;
 
   
(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.
 
The registrant was unable to file its Annual Report on Form 10-K for the year ended December 31, 2012 within the prescribed time period due to accounting issues related to its Italian operations and subsequent delays in completing the required consolidation under U.S. GAAP. The process of compiling and disseminating the information required to be included in the Form 10-K for the relevant fiscal period, as well as the completion of the required review of its financial information, could not be completed without incurring undue hardship and expense.
 
SEC 1344 (05-06)
Persons who are to respond to the collection of information
contained in this form are not required to respond unless the
form displays a currently valid OMB control number.
 
(Attach Extra Sheets if Needed)
 
 
PART IV — OTHER INFORMATION
 
(1)
Name and telephone number of person to contact in regard to this notification
 
James R. Pekarsky
  
916-770-8100
(Name)
  
(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).     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?     x   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.
 
Please refer to the Current Report on Form 8-K, to be filed on April 3, 2013, for details related to the significant change in results of operations from the corresponding period for the last fiscal year that will be reflected by the earnings statements that will be filed in the Annual Report on Form 10-K for the year ended December 31, 2012.
 
 
 
SOLAR POWER, 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   April 2, 2013   By   /s/ James R. Pekarsky
     
    
  
 
  
James R. Pekarsky
Chief Financial 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.
 
5.
Electronic Filers. This form shall not be used by electronic filers unable to timely file a report solely due to electronic difficulties. Filers unable to submit a report within the time period prescribed due to difficulties in electronic filing should comply with either Rule 201 or Rule 202 of Regulation S-T (§232.201 or §232.202 of this chapter) or apply for an adjustment in filing date pursuant to Rule 13(b) of Regulation S-T (§232.13(b) of this chapter).