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SEC FILE NUMBER | ||
000-52491
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CUSIP NUMBER | ||
602496101
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(Check one): | o Form 10-K o Form 20-F o Form 11-K þ Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR | |||||
For Period Ended: | December 31, 2008 | |||||
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: | ||||||
þ |
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(a) | The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense | ||||
(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 on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and | ||||
(c) | The accountants statement or other exhibit required by Rule 12b-25(c) has been attached if applicable. |
SEC 1344 (05-06) | Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
(1) | Name and telephone number of person to contact in regard to this notification |
John C. Thomas, Jr. | 770 | 514-0077 | ||
(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). | |
Yes þ No o | ||
(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 þ No o | ||
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. | ||
Date
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February 18, 2009 | By | /s/ John C. Thomas, Jr. | |||
John C. Thomas, Jr. | ||||||
Chief Financial Officer & Secretary (Principal Financial Officer) |
Explanation Referred to in Part IV, Item (3) of Form 12b-25
The Company is required by Part IV, Item (3) of Form 12b-25 to provide as part of this filing an explanation regarding whether the results of operations expected to be reported for the quarterly period ended December 31, 2008 will reflect significant changes from its results of operations for the quarterly period ended December 31, 2007. As of December 31, 2007, the Company was a shell company and incurred only nominal net losses. The results of operations for the quarter ended December 31, 2008 reflect the Companys financial results as a development-stage operating company (due to a merger on February 8, 2008), with net losses for the quarter totaling approximately $2,309,000. Further, our cash balance as of the quarter ended December 31, 2008 was approximately $865,000, compared to approximately $2,347,000 as of the quarter ended September 30, 2008. At February 17, 2009, the Company had approximately $110,000 in cash funds available.