Notification That Quarterly Report Will Be Submitted Late (nt 10-q)
February 15 2017 - 10:58AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
SEC File Number: 001-31747
CUSIP Number: 913821
30 2
NOTIFICATION OF LATE FILING
(Check one):
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¨
Form
10-K
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¨
Form
20-F
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¨
Form
11-K
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x
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:
For Period Ended:
December 31, 2016
¨
Transition Report on Form 10-K
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¨
Transition Report on Form 10-Q
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¨
Transition Report on Form 20-F
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¨
Transition Report on Form N-SAR
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¨
Transition Report on Form 11-K
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For the Transition Period Ended:
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
REGISTRATION INFORMATION
Full Name of Registrant:
Universal
Security Instruments, Inc.
Former Name if Applicable:
N/A
Address of Principal Executive Office (Street and Number):
11407
Cronhill Drive, Suite A
City, State and Zip Code:
Owings
Mills, Maryland 21117
PART II
RULE 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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x
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(a) 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) 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 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 of 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) The accountant’s statement or other exhibit required by
Rule 12-b-25 (c) has been attached if applicable.
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PART III
NARRATIVE
State below in reasonable
detail the reasons why the form 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
owns a 50% interest in a Hong Kong Joint Venture operating in the Peoples Republic of China (“Joint Venture”), and
financial results of the Joint Venture must be reflected in the Registrant’s Quarterly Report on Form 10-Q. The preparation
of the Joint Venture’s financial results has not been completed.
PART IV
OTHER INFORMATION
(1) Name and telephone
number of person to contact in regard to this notification.
Harvey B. Grossblatt
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(410)
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363-3000
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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 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).
¨
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
¨
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.
Universal
Security Instruments, 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: February 14, 2017
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By:
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/s/ Harvey B. Grossblatt
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Harvey B. Grossblatt
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President
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UNIVERSAL SECURITY INSTRUMENTS, INC.
FORM 12b-25
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTER ENDED DECEMBER 31, 2016
ATTACHMENT FOR PART IV, ITEM (3)
The Registrant anticipates net sales for
the fiscal quarter ended December 31, 2016 of $3,177,632, as compared to net sales of $4,112,908 for the fiscal quarter ended December
31, 2015, a 22.7% decrease. Included in the prior year’s comparable quarter were sales of approximately $900,000 to
a large customer to which the Registrant had sales of only approximately $500,000 in the fiscal quarter ended December 31, 2016.
This customer placed orders for an additional approximately $660,000 in the fiscal quarter ended December 31, 2016, however delivery
of these orders will not be completed until the Company’s fourth fiscal quarter ending March 31, 2017.
Inasmuch as the Registrant is still waiting
for the financial results of its Hong Kong Joint Venture before the Registrant is able to finalize its financial statements, at
this time the Registrant is unable to definitively quantify its full results of operations.
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