Notification That Quarterly Report Will Be Submitted Late (nt 10-q)
16 November 2016 - 7:25AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
12b-25
NOTIFICATION OF
LATE FILING
OMB APPROVAL
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OMB Number .
. . . .3235-0058
Expires:
October 31, 2018
Estimated
average burden
hours per
response . . . . . . .2.50
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SEC FILE
NUMBER
000-30193
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(Check one):
□
Form 10-K
□
Form
20-F
□
Form 11-K
X
Form 10-Q
□
Form 10-D
□
Form N-SAR
□
Form N-CSR
For Period Ended:
September 30,
2016
□
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
Nation Energy Inc.
Full
Name of Registrant
Former
Name if Applicable
RPO
Box 60610, Granville Park, Vancouver, British Columbia, Canada V6H 4B9
Address
of Principal Executive Office
(Street and Number)
Vancouver,
British Columbia, Canada V6H 4B9
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) 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) The
subject annual report, semi-annual report,
transition report on Form 10-K, Form 20-F, Form 11-K, Form
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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)
The
accountant's
statement or other exhibit required by Rule 12b-25(c) has been
attached if applicable.
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SEC 1344 (04-09)
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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
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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.
(Attach extra Sheets if Needed)
Due to staffing limitations and
additional time required to complete the internal review and compilation of the
Company’s financial statements, the Company’s 10-Q cannot be filed by the
prescribed due date of November 14, 2016. The Company expects to file its Form
10-Q on or before the fifth calendar day following the prescribed due date.
PART IV — OTHER INFORMATION
(1)
Name and telephone number of person to contact in regard to this
notification
John
Chadd
303
389-4316
(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 of1940 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). 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?
Yes
X
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.
See Addendum I attached to this form.
Nation
Energy 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 15,
2016
By
/s/ Carmen J. Lotito
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
1.
This form is required by Rule
12b-25 (17 CFR 240.12b-25) of the General Rules and Regulations under the
Securities Exchange Act of 1934.
2.
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.
3.
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.
4.
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.
5.
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 reports within the
time period prescribed due to difficulties in electronic filing should comply
with either Rule 201 or Rule 202 of Regulation S-T (§232.201 or §232.202 of
this chapter) or apply for an adjustment in filing date pursuant to Rule 13(b)
of Regulation S-T (§232.13(b) of this chapter).
6.
Interactive data submissions
. This form shall not be used by
electronic filers with respect to the submission or posting of an Interactive
Data File (§232.11 of this chapter). Electronic filers unable to submit or post
an Interactive Data File within the time period prescribed should comply with
either Rule 201 or 202 of Regulation S-T (§232.201 and §232.202 of this
chapter).
ADDENDUM
I
At this time we cannot provide reasonable numerical
estimates of results that will be a
significant change in results of
operations from results for the three months ended September 30, 2015.
However, we do expect certain changes in the results of operations to be
significant from the three months ended September 30, 2015.
We anticipate that our net (loss)
for the three months ended September 30, 2016 will be significantly less than
our net (loss) of ($3,698,165) for the three months ended September 30,
2015. The anticipated decreased loss is primarily due to the loss on
extinguishment of debt due to a settlement agreement with John Hislop in the
three months ended September 30, 2015.
We anticipate that our general
and administrative expenses during the three months ended September 30, 2016 will
be significantly greater than the general and administrative expenses of
$329,719 during the three months ended September 30, 2015. This anticipated increase
is primarily due to increased consulting fees during the three months ended
September 30, 2016 compared to the consulting fees during the three months
ended September 30, 2015, and increased management fees and rent in the three
months ended September 30, 2016 compared to $nil management fees and $nil rent
in 2015.
We anticipate that our interest
expense for the three months ended September 30, 2016 will be significantly
greater than the interest expense of $18,446 for the three months ended
September 30, 2015. The anticipated increase will be primarily due to the new
promissory note issued to Paltar Petroleum Limited in May 2016 described above
under the heading “Plan of Operation”.