Financial Gravity Companies, Inc NT 10-Q, filed Aug 17, 2021
Financial Gravity Companies, Inc. (FGCO)
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UNITED STATES FORM 12b-25
NOTIFICATION OF LATE FILING |
OMB Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hours per response . . . . . . 2.50 | |
| SEC FILE NUMBER | ||
| CUSIP NUMBER |
| (Check one): | [_] Form 10-K | [_] Form 20-F | [_] Form 11-K | [X] Form 10-Q | [_] Form 10-D | |||
| [_] Form N-CEN | [_] Form N-CSR | |||||||
| For Period Ended: | June 30, 2021 | |||||||
| [_] Transition Report on Form 10-K | ||||||||
| [_] Transition Report on Form 20-F | ||||||||
| [_] Transition Report on Form 11-K | ||||||||
| [_] Transition Report on Form 10-Q | ||||||||
| 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:
PART I — REGISTRANT INFORMATION
| Financial Gravity Companies, Inc. |
| Full Name of Registrant |
| Former Name if Applicable |
| 12600 Hill Country Blvd., Suite R-275 |
| Address of Principal Executive Office (Street and Number) |
| Bee Cave, Texas 78738 |
| 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)
| [x] | (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-CEN 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 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 why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-CEN, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
(Attach extra Sheets if Needed)
The registrant needs additional time to complete the auditor’s review of the registrant’s financial statements, in order to complete the quarterly report on Form 10-Q prior to filing.
PART IV — OTHER INFORMATION
| (1) | Name and telephone number of person to contact in regard to this notification | ||||
| Todd Oligino | (843) | 999-2381 | |||
| (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). | ||||
| [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 | |||||
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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.
The Company conducts ongoing annual impairment assessments, at the reporting unit level, of its recorded goodwill. The Company assesses qualitative factors in order to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. The qualitative factors evaluated by the Company include: macroeconomic conditions of the local business environment, overall financial performance, and other entity specific factors as deemed appropriate. If, through this qualitative assessment, the conclusion is made that it is more likely than not that a reporting unit’s fair value is less than its carrying amount, a two-step impairment test is performed. Management determined, by assessing the qualitative factors, that it is more likely than not that the fair value of the Forta reporting unit is less than its carrying value and that the goodwill associated with the Forta reporting unit has been fully impaired. As such, Management has written off the full amount, $7,380,603, of the recorded goodwill associated with the Forta reporting unit as of June 30, 2021.
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Financial Gravity Companies, 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 | August 17, 2021 | By | /s/ Todd Oligino | |
| Todd Oligino / Chief Financial Officer |