U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
NOTIFICATION OF LATE FILING
(Check one):
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Form 10-K [ ] Form 20-F [ ] Form
11-K [ ] Form 10-Q [X] Form 10-D [ ] Form N-SAR [ ] Form N-CSR [ ]
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For Period Ended:
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June 30, 2014
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[ ] Transition Report on Form 10-K
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[ ] Transition Report on Form 20-F
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[ ] Transition Report on Form 11-K
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[ ] Transition Report on Form 10-Q
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[ ] Transition Report on Form N-SAR
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For the Transition Period Ended:
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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
Full Name of Registrant:
PROTEO, INC.
Former Name if Applicable
2102 Business Center Drive
Address of Principal Executive Office (Street
and Number)
Irvine, California 92612
City, State, 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)
[X]
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(a)
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The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
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[X]
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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, 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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[ ]
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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 if applicable.
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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 Registrant is unable
to file the subject report in a timely manner because the Registrant was not able to timely compile the subject report without
unreasonable effort or expense. The Registrant fully expects to be able to file within the additional time allowed by this report.
PART IV - OTHER INFORMATION
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(1)
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Name and telephone number of person to contact in regard to this notification:
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Anthony
Ippolito
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714
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427-7000
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(Name)
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(Area Code)
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(Telephone No.)
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(2)
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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).
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[X] Yes [_]
No
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(3)
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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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[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.
The Registrant anticipates that the development
income earned from the Agreement effective May 16, 2014 between Registrant’s sole subsidiary, Proteo Biotech AG (“Proteo”),
and Biotech Development Corp., a Nevada corporation (“Biotech”), as a result of Biotech’s agreement to provide
funding to assist Proteo with activities related to research, clinical testing, manufacturing, and preparation and submission of
applications for regulatory approvals will result in a significant change to the Registrant’s net income. A reasonable estimate
of the results cannot be made at this time because the Registrant is in the process of determining the appropriate revenue recognition
procedures applicable to this agreement.
PROTEO, 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:
August 14, 2014
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By:
/s/ Birge Bargmann
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Birge Bargmann
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Chief Executive Officer
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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
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1.
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This form is required by Rule 12b-25 (17 CRF 240.12b-25) of the General Rules and Regulations under
the Securities Exchange Act of 1934.
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2.
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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.
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3.
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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.
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4.
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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.
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5.
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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 (Section 232.201 or Section 232.202 of this
chapter) or apply for an adjustment in filing date pursuant to Rule 13(b) of Regulation S-T (Section 232.13(b) of this chapter).
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