Notification That Quarterly Report Will Be Submitted Late (nt 10-q)
February 15 2017 - 12:43PM
Edgar (US Regulatory)
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UNITED STATES
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SECURITIES AND EXCHANGE
COMMISSION
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SEC FILE NUMBER 000-55406
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Washington, D.C. 20549
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CUSIP NUMBER 65412F 101
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FORM 12b-25
NOTIFICATION OF LATE FILING
(Check
One):
☐
Form
10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR
For
Period Ended: December 31, 2016
□
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Transition Report on Form 10-K
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□
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Transition Report on Form 20-F
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□
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Transition Report on Form 11-K
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□
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Transition Report on Form 10-Q
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☐
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Transition Report on Form N-SAR
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For the Transition Period Ended:
PART I -- REGISTRANT INFORMATION
Full Name of Registrant
NIGHTFOOD HOLDINGS, INC.
Former
Name if Applicable
NA
Address of Principal Executive Office
520 White Plains Road – Suite 500
(Street and Number)
Tarrytown, NY 10591
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)
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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 or transition report on Form 10-K, Form 20-F, Form 11-K or Form N-SAR, 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 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
and 10-KSB, 20-F, 11-K, 10-Q and 10-QSB, N-SAR, or the transition report or portion thereof, could not be filed within the prescribed
period. Certain information to be reported in the Form 10-KSB was not available by the filing date.
The Registrant’s limited staff and resources precluded
completion of the report within the prescribed time period without undue effort and expense.
PART IV -- OTHER INFORMATION
(1) Name and telephone
number of person to contact in regard to this notification
Frank J Hariton
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(914)
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674-4373
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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 ☐ 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 ☒ 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.
NightFood Holdings, 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: February 15, 2017
By:
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/s/ Sean Folkson
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Sean Folkson, President and CEO
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3
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