SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
NOTIFICATION OF LATE FILING
|(Check One):||x Form 10-K||¨ Form 20-F||¨ Form 11-K||¨ Form 10-Q||¨ Form 10-D||¨ Form N-SAR||¨ Form N-CSR|
For Period Ended: December 31, 2014
|¨||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|
For the Transition Period Ended:
Read Instructions (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: N/A
PART I – REGISTRANT INFORMATION
Full Name of Registrant
Former Name if Applicable
Avenida Circunvalar a 100 mts de la Via 40, Barrio Las Flores
Address of Principal Executive Office (Street and Number)
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)
|(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-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 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 the Forms 10-K, 20-F, 11-K, 10-Q, 10-D, NBSAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period. (Attach extra sheets if needed)
The Company is in the process of preparing and finalizing the financial information needed for its Annual Report on Form 10-K but has been unable to accurately and completely compile such information within the prescribed time period without incurring undue hardship and expense.
PART IV – OTHER INFORMATION
Name and telephone number of person to contact in regard to this notification
|(Name)||(Area Code)||(Telephone Number)|
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).
x 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?|
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.|
|The Company expects to report 2014 annual revenues of approximately $197.5 million compared to $183.3 million in 2013. U.S. sales for 2014 are expected to rise to approximately $101.6 million from $66.7 million in 2013, which will offset lower 2014 sales to Colombia as the Company transitions from recently completed projects to the commencement of new projects later this year. The Company also expects to report 2014 net income of approximately $20.5 million compared to $22.3 million in 2013. Net income in 2014 is expected to include an extraordinary, non-cash, non-operating loss of $1.5 million related to the change in fair value of warrant liability, compared to a $7.6 million non-cash, non-operating gain related to the change in fair value of warrant liability in 2013. Excluding these non-cash, non-operating items, net income is expected to be approximately $22.0 million in 2014 compared to $14.7 million in 2013.|
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
|Date: March 31, 2015||By:||/s/ Jose Daes|
|Jose Daes, Chief Executive Officer|
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.
Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).