Form NT 10-Q - Notification of inability to timely file Form 10-Q or 10-QSB
September 26 2024 - 5:29PM
Edgar (US Regulatory)
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SEC
FILE NUMBER |
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001-41558 |
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CUSIP
NUMBER |
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71422P204 |
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 |
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☐
Form N-CSR |
For
Period Ended: December 31, 2023
☐
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.
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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
Permex
Petroleum Corporation
Full
Name of Registrant
N/A
Former
Name if Applicable
1700
Post Oak Blvd, 2 Blvd Place, Suite 600
Address
of Principal Executive Office (Street and Number)
Houston,
Texas 77056
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)
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☒ |
(a)
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The
reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense; |
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(b)
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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 |
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(c)
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The
accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached. |
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.
Permex
Petroleum Corporation (the “Company”) was unable, without unreasonable effort or expense, to file its Quarterly Report
on Form 10-Q for the quarter ended December 31, 2023 (the “Q1 Form 10-Q”) within the prescribed time period due to the
Company not filing its Form 10-K for the year ended September 30, 2023 (the “Form 10-K”) until July 29, 2024. Accordingly,
until completion of the filing of Form 10-K, the Company was not able to compile all of the necessary information to complete the preparation
of its unaudited financial statements to be included in the Q1 Form 10-Q as of the date that the Q1 Form 10-Q was required to be filed.
The Company was also unable to file the Q1 Form 10-Q within the 5-day extension period afforded by Rule 12b-25 under the Securities Exchange
Act of 1934, as amended, for the reason stated above. Subsequent to the filing of the Form 10-K, the review of the Q1 Form 10-Q by the
Company’s auditor was delayed primarily due to the Company having insufficient funds to be able to pay the auditor the fees incurred
in connection with the audit of the Form 10-K. The Company currently expects to file the Q1 Form 10-Q within two weeks of the date of
this Form 12b-25, although no assurance can be given as to this timeframe.
Forward-Looking
Statements
This
Form 12b-25 contains forward-looking statements within the meaning of applicable United States securities laws. These forward-looking
statements include: (i) statements regarding the Company’s expected timing regarding the filing of the Q1 Form 10-Q and (ii)
statements regarding the Company’s financial results for the three months ended December 31, 2023. Forward-looking statements are
based on management’s current expectations or beliefs about the Company’s future plans, expectations and objectives. These
forward-looking statements are not historical facts and are subject to risks and uncertainties that could cause the actual results to
differ materially from those projected in these forward-looking statements. These risks include, but are not limited to, unexpected
delays which the Company may incur in connection with the preparation of the Q1 Form 10-Q. Readers of this Form 12b-25 are cautioned
not to place undue reliance on forward-looking statements contained herein, which speak only as of the date of this Form 12b-25.
(Attach
extra Sheets if Needed)
SEC
1344 (05-06) |
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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. |
PART
IV — OTHER INFORMATION
(1) |
Name
and telephone number of person to contact in regard to this notification |
Bradley
Taillon |
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346 |
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245-8981 |
(Name) |
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(Area
Code) |
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(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). |
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Yes
☐ No ☒ |
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The
Company has yet to file its Form 10-Q for the three and six months ended March 31, 2024, and its Form 10-Q for the three and nine
months ended June 30, 2024. |
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(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? |
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Yes
☒ No ☐ |
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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.
See
Exhibit A attached to this Form 12b-25. |
Permex
Petroleum Corporation.
(Name
of Registrant as Specified in Charter)
has
caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
Date
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September
26, 2024 |
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By |
/s/
Bradley Taillon |
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Bradley
Taillon |
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President
and Chief Executive Officer |
ATTENTION
Intentional
misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).
Exhibit
A
To
Form
12b-25
Part
IV, Item (3)
The
Company’s total revenues for the three months ended December 31, 2023 are expected to be approximately $53,115, compared
to total revenues of $221,942 for the three months ended December 31, 2022, and the Company’s total operating expenses are expected
to be approximately $806,294 for the three months ended December 31, 2023, compared to total operating expenses of $$1,555,975 for the
three months ended December 31, 2022. The Company’s loss from operations is expected to be approximately $753,179, for the three
months ended December 31, 2023, compared to loss from operations of $1,334,033 for the three months ended December 31, 2022. The Company
cautions that the estimation of total revenues, total operating expenses and operating loss for the three months ended December 31, 2023,
is preliminary and subject to change, possibly materially, following the review of the Company’s financial statements.
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