0001193805-13-000751.txt : 20130402 0001193805-13-000751.hdr.sgml : 20130402 20130401201519 ACCESSION NUMBER: 0001193805-13-000751 CONFORMED SUBMISSION TYPE: NT 10-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20121231 FILED AS OF DATE: 20130402 DATE AS OF CHANGE: 20130401 EFFECTIVENESS DATE: 20130402 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Retrophin, Inc. CENTRAL INDEX KEY: 0001438533 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 262383102 STATE OF INCORPORATION: OK FISCAL YEAR END: 0229 FILING VALUES: FORM TYPE: NT 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-53293 FILM NUMBER: 13733033 BUSINESS ADDRESS: STREET 1: 777 THIRD AVENUE 22ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-983-1310 MAIL ADDRESS: STREET 1: 777 THIRD AVENUE 22ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: Desert Gateway, Inc. DATE OF NAME CHANGE: 20080625 NT 10-K 1 e610785_nt10k-retrophin.htm Unassociated Document
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC  20549
 
FORM 12b-25
 
                                                                                                             Commission File Number:  000-53293 
 
NOTIFICATION OF LATE FILING
 
(Check One): o Form 10-K o  Form 20-F o Form 11-K o Form 10-Q  o Form 10-D  o Form N-SAR  o Form N-CSR
 
For Period Ended:                                                                                                                                                                
 
x
Transition Report on Form 10-K
   o
Transition Report on Form 10-Q
o
Transition Report on Form 20-F
   o
Transition Report on Form N-SAR
o
Transition Report on Form 11-K
      
 
For the Transition Period Ended: December 31, 2012 
 
Read Instruction (on back of page) Before Preparing Form.  Please Print orType.
 
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
 
Retrophin, Inc.
Full Name of Registrant
 
Former Name if Applicable
 
777 Third Avenue, Suite 22
Address of Principal Executive Office (Street and Number)
 
New York, NY 10017
City, State and Zip Code
 
Part II.  Rule 12b-25 (b) and (c)
 
If the subject report could not be filed without reasonable 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 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, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the 15th 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 Form 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.  (Attach extra sheets if needed.)
 
Due to unanticipated delays in the compilation and/or completion by the registrant of the financial statements, notes and other information required to be included in a transition report on Form 10-K, the registrant is unable to file its transition report on Form 10-K for the transition period ended December 31, 2012 within the prescribed time period without unreasonable effort and expense.
 
Part IV.  Other Information
 
(1)      Name and telephone number of person to contact in regard to this notification
 
Martin Shkreli
  
(212)
  
983-1310
(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 the answer is no, identify report(s).
 
x Yes       o 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.
 
The earnings statements to be included in the registrant’s transition report on Form 10-K for the period ended December 31, 2012 (the “Transition Report”) will reflect changes from the corresponding period for its last fiscal year, which changes cannot yet be quantified, and some of which may be significant.  The changes arise from the fact that the registrant acquired an operating business on December 12, 2012, and, prior to such acquisition, the registrant did not have any operations.
 
Retrophin, Inc.
(Name of registrant as specified in charter)
 
has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.
 
Date: April 1, 2013    
By:
/s/ Martin Shkreli
 
Name:
 Martin Shkreli
 
Title:
 Chief Executive Officer