NT 10-Q 1 extf10q0818_aurasystems.htm NOTIFICATION OF LATE FILING



SEC FILE NUMBER - 000-17249

CUSIP NUMBER – 051526309




Washington, D.C. 20549


FORM 12b-25




(Check One): Form 10-K Form 20-F Form 11-K  
  Form 10-Q Form 10-D Form N-SAR Form N-CSR


For Period Ended: August 31, 2018


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:



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:










Full Name of Registrant



Former Name if Applicable


10541 Ashdale Street

Address of Principal Executive Office (Street and Number)


Stanton, CA 90680

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;
 (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 accountant's statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.



State below in reasonable detail why the Form 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR or the transition report portion thereof, could not be filed within the prescribed time period. (Attach extra sheets if needed.)


Aura Systems, Inc. (the “Company”) will not be able to file its Quarterly Report on Form 10-Q for the three months ended August 31, 2018 (the “August 31, 2018 Form 10-Q”) by the prescribed due date because the Company will not be able to timely complete its financial statements without unreasonable effort or expense. The Company currently expects to file the August 31, 2018 Form 10-Q within the five-day extension period provided under Rule 12b-25 of the Securities Exchange Act of 1934, as amended.




(1) Name and telephone number of person to contact in regard to this notification:


Melvin Gagerman, Chief Executive Officer   310   643-5300
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 the 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.


The Company currently anticipates that loss from operations will be approximately $3.0 million to $3.3 million and $4.1 million to $4.3 million for the three and six months ended August 31, 2018, respectively, compared to a loss from operations of $362,807 and $930,803 for the three and six months ended August 31, 2017, respectively. Net loss for the three months ended August 31, 2018 is anticipated to be approximately $3.4 million to $3.6 million and approximately $4.4 million to $4.6 million for the six months ended August 31, 2018 compared to a net loss of $1.2 million and $3.6 million for the three and six months ended August 31, 2017, respectively. The increase in net loss is primarily a result of increased fees and expenses in connection with restarting the Company’s operations.







This Form 12b-25 includes “forward-looking statements,” which may be identified by the use of words such as “anticipates,” “will,” “believes,” “intends,” “plans,” “expects” and other similar words and expressions that predict or indicate future events or trends that are not statements of historical matters. These forward-looking statements include statements and expectations about the Company’s results and the timing of the filing of its Quarterly Report on Form 10-Q for the period ended August 31, 2018. Forward-looking statements are based on information available at the time those statements are made and/or management’s good faith belief as of that time with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. Such risks and uncertainties include, without limitation, the risk that, upon completion of further procedures, the financial results for the period ended August 31, 2018 are different than the results described in this Form 12b-25, the risk that the Company is unable to complete its closing procedures in a timely manner to file its Quarterly Report on Form 10-Q as indicated in this Form 12b-25, as well as those risks and uncertainties described in the sections entitled “Risk Factors” in the Company’s most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) and similar disclosures in subsequent periodic and current reports filed with the SEC, which are available on the SEC website at www.sec.gov. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date on which they are made. The Company disclaims any obligation to update or correct any forward-looking statements made herein due to the occurrence of events after the issuance of this report except as required under federal securities laws.






(Name of Registrant as Specified in Charter)


Has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.


Date:  October 16, 2018 By: /s/ Melvin Gagerman
    Melvin Gagerman
    Chief Executive Officer


INSTRUCTION: The form may be signed by an executive officer of the registrant or by any other fully 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.