Notification That Annual Report Will Be Submitted Late (nt 10-k)
May 29 2013 - 12:56PM
Edgar (US Regulatory)
U.S. SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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SEC FILE NUMBER
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000-52044
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FORM 12b-25
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CUSIP NUMBER
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90290L103
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NOTIFICATION OF LATE FILING
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☑
Form 10-K
☐
Form 20-F
☐
Form 11-K
☐
Form
10-Q
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Form 10-D
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Form
N-SAR
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Form N-CSR
For period ended:
February 28, 2013
☐
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
For the Transition Period Ended: N/A
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
Former Name if Applicable
848 N. Rainbow Blvd., #3550
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Address of Principal Executive Office
(Street
and Number)
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.
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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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☑
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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 or 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, if applicable.
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PART III - NARRATIVE
The Company could not complete
the filing of its Annual Report on Form 10-K for the period ended February 28, 2013 due to a delay in obtaining and compiling information
required to be included in the Company's Form 10-K, which delay could not be eliminated by the Company without unreasonable effort
and expense. In accordance with Rule 12b-25 of the Securities Exchange Act of 1934, as amended, the Company will file its Form
10-K no later than the fifteenth 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:
Wayne Yamamoto
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(603)
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525-3380
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(Name)
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(Area Code)
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(Telephone Number)
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(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).
Yes
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.
No
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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?
Yes
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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.
USA Graphite Inc.
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(Name of Registrant as Specified in Charter)
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has caused this notification to be signed on its behalf by
the undersigned hereunto duly authorized.
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Date: May 29, 2013
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/s/ Wayne Yamamoto
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By: Wayne Yamamoto
Its: President & CEO
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