0001144204-11-064133.txt : 20111114 0001144204-11-064133.hdr.sgml : 20111111 20111114145107 ACCESSION NUMBER: 0001144204-11-064133 CONFORMED SUBMISSION TYPE: NT 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110930 FILED AS OF DATE: 20111114 DATE AS OF CHANGE: 20111114 EFFECTIVENESS DATE: 20111114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Umami Sustainable Seafood Inc. CENTRAL INDEX KEY: 0001368765 STANDARD INDUSTRIAL CLASSIFICATION: FISHING, HUNTING & TRAPPING [0900] IRS NUMBER: 000000000 STATE OF INCORPORATION: NV FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: NT 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-52401 FILM NUMBER: 111201307 BUSINESS ADDRESS: STREET 1: 1230 COLUMBIA ST., STREET 2: SUITE 440 CITY: SAN DIEGO, STATE: CA ZIP: 92101 BUSINESS PHONE: (619) 544-9177 MAIL ADDRESS: STREET 1: 1230 COLUMBIA ST., STREET 2: SUITE 440 CITY: SAN DIEGO, STATE: CA ZIP: 92101 FORMER COMPANY: FORMER CONFORMED NAME: LIONS GATE LIGHTING CORP. DATE OF NAME CHANGE: 20060712 NT 10-Q 1 v240557_nt10q.htm NOTIFICATION OF LATE FILING Unassociated Document
 
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SEC FILE NUMBER
 
000 52401
 
CUSIP NUMBER
 
63008A 107
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 12b-25
 
NOTIFICATION OF LATE FILING
 
(Check One):   ¨ Form 10-K   ¨ Form 20-F   ¨ Form 11-K   x Form 10-Q   ¨ Form N-SAR   ¨ Form N-CSR
 
For Period Ended: September 30, 2011
 
o Transition Report on Form 10-K
o Transition Report on Form 20-F
o Transition Report on Form 11-K
o Transition Report on Form 10-Q
o Transition Report on Form N-SAR
 
For the Transition Period Ended: _____________
 
Read attached instruction sheet 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
 
Umami Sustainable Seafood Inc.
Full Name of Registrant
 
 
Former Name if Applicable
 
1230 Columbia St., Suite 440
Address of Principal Executive Office (Street and Number)

San Diego, CA 92101
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, 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 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.

The quarterly report of Umami Sustainable Seafood, Inc. (the “Company”) on Form 10-Q could not be filed within the prescribed time period because the Company has a small accounting staff and was unable to finalize its financial results as well as the disclosure requirements of Form 10-Q in the required time-frame.
 
 
PART IV
OTHER INFORMATION
 
(1) 
Name and telephone number of person to contact in regard to this notification
 
Mitchell S. Nussbaum, Esq.   212   407-4159
(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).
 
Annual Report on Form 10-K for the year ended June 30, 2011.                                                                                                                                       
 
o 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? 
 
x Yes   o 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.
 
We anticipate a significant change in our results of operations from the fiscal quarter ended September 30, 2010 due to our acquisition of Baja Aqua Farms, S.A. de C.V. and  Oceanic Enterprises, Inc. on November 30, 2010.  Based on currently available information, we anticipate net revenue of approximately $14,432,000 for the fiscal quarter ended September 30, 2011.

 
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Umami Sustainable Seafood 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 14, 2011
By:
/s/ Daniel G. Zang  
    Daniel G. Zang, 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).
 
 
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