Notification That Annual Report Will Be Submitted Late (nt 10-k)
March 30 2016 - 5:49PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
12b-25
NOTIFICATION
OF LATE FILING
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(Check One):
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[X] Form 10-K
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[ ] Form 20-F
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[ ] Form 11-K
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[ ] Form 10-Q
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[ ] Form 10-D
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[ ] Form N-SAR
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[ ] Form N-CSR
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For
Period Ended:
December 31, 2015
[
] 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
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Read
attached instruction sheet 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
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Full Name of Registrant
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FlikMedia,
Inc.
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Former
Name if Applicable
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Address
of Principal Executive Office
(Street and Number)
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905
Pacific Avenue
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City,
State and Zip Code
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Venice,
CA 90291
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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
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 From 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 of transition report on Form 10-Q, 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
State
below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q, N-SAR, N-CSR, or the transition report or portion thereof,
could not be filed within the prescribed time period.
FlikMedia,
Inc. (the “Company”) is unable to timely file its Form 10-K Annual Report for the year ended December 31, 2015 (the
“Form 10-K”) without unreasonable effort and expense. The Company’s delay in filing the Form 10-K for the year
ended December 31, 2015 is due principally to the need to complete all steps and tasks necessary to finalize the Company’s
annual financial statements and other disclosures required to be in the filing. The Company has not provided sufficient information
for its independent public accountants to complete the audit of the financial statements of the Registrant required to be included
in the Form 10-K. The Company intends to file the Form 10-K within the 15 calendar day period set forth in Rule 12b-25(b) under
the Securities Exchange Act of 1934, as amended. The statement required by Rule 12b-25(c) is attached as Exhibit 99.1 to this
notification of late filing.
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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Nick
Bicanic
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877
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522-2636
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(Name)
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(Area Code)
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(Telephone Number)
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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 reports) been filed? If answer is no, identify report(s).
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[ ] Yes
[ X] No
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●
Quarterly
Report on Form 10-Q for the quarter ended March 31, 2015
●
Quarterly
Report on Firm 10-Q for the quarter ended June 30, 2015
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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
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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.
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See
Exhibit A.
Forward-Looking
Statements
This
Notification on Form 12b-25 contains forward-looking statements within the meaning of the Private Securities Litigation Reform
Act of 1995, including statements regarding the Company’s financial results for the year ended December 31, 2015 and the
Company’s ability to file its Form 10-K within the 15-day extension period. These statements are based on current expectations
as of the date of this filing and involve a number of risks and uncertainties, which may cause actual results to differ from such
estimates. The risks include, but are not limited to, adjustments resulting from the completion by the Company of its review of
the Company’s financial statements for the year ended December 31, 2015 and unexpected delays which the Company may incur
in connection with the preparation of the Form 10-K.
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FlikMedia,
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: March 30, 2016
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By:
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/s/
Nick Bicanic
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Name:
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Nick Bicanic
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Title:
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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.
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ATTENTION
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Intentional
misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).
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Exhibit A
to
Form
12b-25
Part
IV, Item (3)
The
Company anticipates significant changes in the results of its operations for the fiscal year ended December 31, 2015 compared
to the fiscal year ended December 31, 2014. The following financial information are estimates being provided solely to comply
with the disclosure required in paragraph 3 of Part IV of this Form 12b-25. The Company’s auditors have not yet completed
the audit of the Company’s financial statements and therefore the estimates provided below are subject to change.
During
the fiscal year ended December 31, 2015, the Company issued stock compensation to various consultants totaling approximately $2,700,000,
compared to $4,200 issued stock based compensation during the fiscal year ended December 31, 2014.
During
the fiscal year ended December 31, 2015, the Company wrote off Goodwill and Intangible assets of approximately $170,000, compared
to $0 during the fiscal year ended December 31, 2014, due to an impairment as a result of internal analysis by management of future
benefit.
Net
loss for the year ended December 31, 2015 is estimated to be $3,688,000 compared to net loss of $1,166,000 for the year ended
December 31, 2014.