0001493152-24-019951.txt : 20240515 0001493152-24-019951.hdr.sgml : 20240515 20240515164637 ACCESSION NUMBER: 0001493152-24-019951 CONFORMED SUBMISSION TYPE: NT 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240331 FILED AS OF DATE: 20240515 DATE AS OF CHANGE: 20240515 EFFECTIVENESS DATE: 20240515 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Yoshiharu Global Co. CENTRAL INDEX KEY: 0001898604 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: NT 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-41494 FILM NUMBER: 24952087 BUSINESS ADDRESS: STREET 1: 6940 BEACH BLVD STREET 2: SUITE D-705 CITY: BUENA PARK STATE: CA ZIP: 90621 BUSINESS PHONE: 213-272-1780 MAIL ADDRESS: STREET 1: 6940 BEACH BLVD STREET 2: SUITE D-705 CITY: BUENA PARK STATE: CA ZIP: 90621 FORMER COMPANY: FORMER CONFORMED NAME: Yoshiharu Holdings Corp DATE OF NAME CHANGE: 20211210 NT 10-Q 1 formnt10-q.htm

 

 

 

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 ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR

   
  For Period Ended: March 31, 2024
   
  ☐ 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:__________________________________

 

     
  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

 

Yoshiharu Global Co.
Full Name of Registrant
 
 
Former Name if Applicable
 
6940 Beach Blvd., Suite D-705
Address of Principal Executive Office (Street and Number)
 
Buena Park, California 90621
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 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.

 

We are filing this Notification of Late Filing on Form 12b-25 with respect to our Quarterly Report on Form 10-Q for the period ended March 31, 2024 (the “Quarterly Report”). We have determined that we are unable to file our Quarterly Report within the prescribed time period without unreasonable effort or expense.

 

As previously reported in the Current Report on Form 8-K filed on May 8, 2024, Yoshiharu Global Co. (the “Company”) dismissed BF Borgers CPA PC (the “Borgers”) as the Company’s independent registered public accounting firm. On May 3, 2024, the Securities and Exchange Commission (the “SEC”) announced that it had settled charges against Borgers for failure to conduct audits in accordance with the standards of the Public Company Accounting Oversight Board (the “PCAOB”). As part of the settlement, Borgers agreed to a permanent ban on appearing or practicing before the SEC. As a result of Borgers’ settlement with the SEC, the Company dismissed Borgers as its independent auditor.

 

The Company is in the process of engaging a new public accounting firm as auditor.

 

The Company does not expect to complete the preparation and filing of the Quarterly Report within the five-day extension period afforded by Rule 12b-25 under the Securities Exchange Act of 1934, as amended. The Company is working diligently to complete the Quarterly Report as soon as possible.

 

PART IV — OTHER INFORMATION

 

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

 

James Chae   (714)   694-2403
(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? ☒ Yes ☐ No

 

If answer is no, identify report(s).

 

(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

 

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.

 

 

 

 

Yoshiharu Global Co.
(Name of Registrant as Specified in Charter)

 

has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: May 15, 2024   By: /s/ James Chae
      Name: James Chae
      Title: Chief Executive Officer