UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC File No: 000-54049
CUSIP No: 39260A 10 0
(Check One): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form N-SAR o Form N-SAR
For Period Ended: December 31, 2014
o Transition Report on Form 10-K
o Transition Report on Form 20-F
o Transition Report on Form 11-K
o Transition Report on Form 10-Q
o 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.
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
Green Automotive Company
Full Name of Registrant
Former Name if Applicable
5495 Wilson Street
Address of Principal Executive Office (Street and Number)
Riverside, California 92509
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.)
o
(a)
The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
x
(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 a portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject 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
o
(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 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.
In August 2014, we arranged for the disposition of the assets of our subsidiaries organized and operated in the United Kingdom (U.K.) under the U.K. Insolvency Act of 1986. As a result, data and other information regarding certain material operations of the Company, as well as its financial statements required for the filing, were not readily available and could not be made available without unreasonable effort and expense.
PART IV-- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this notification
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| Carter Read | | (877) | | 449-8842 |
| (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? If answer is no, identify report(s).
o 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?
x Yes o 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.
We anticipate our financial results for the year ended December 31, 2014, will differ significantly from the prior year primarily due to: (i) the significant decrease in the price of our common stock during the year ended December 31, 2014 compared to the year ended December 31, 2013, led to a corresponding drop in the fair value of our derivative liabilities for the year ended December 30, 2014, and (ii) in August 2014, we arranged for the disposition of the assets of our subsidiaries organized and operated in the United Kingdom (U.K.) under the U.K. Insolvency Act of 1986. The manufacturing and sale of buses during the year ended December 31, 2014 is also expected to significantly increase our revenue, cost of goods sold and operating expenses, as well as change our net profit/loss for the year ended December 31, 2014, compared to the year prior. The disposition of our U.K. assets and operations in August 2014 is expected to decrease our expenses after that time. The exact impact of these changes will not be known until our financial statements for the year ended December 31, 2014 are completed.
Green Automotive Company
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.
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| Date: | March 31, 2015 | | By: | /s/ Carter Read |
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
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| Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001) |