Notification That Annual Report Will Be Submitted Late (nt 10-k)
28 Septembre 2015 - 12:17PM
Edgar (US Regulatory)
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SEC FILE NUMBER
001-36861 |
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CUSIP NUMBER
55024U109 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
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(Check one): |
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x Form 10-K
¨ Form 20-F ¨ Form 11-K
¨ Form 10-Q ¨ Form
10-D ¨ Form N-SAR ¨ Form N-CSR |
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For Period Ended: June 27, 2015 |
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¨ Transition Report on Form 10-K |
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¨ Transition Report on Form 20-F |
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¨ Transition Report on Form 11-K |
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¨ Transition Report on Form 10-Q |
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¨ Transition Report on Form N-SAR |
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For the Transition Period Ended: |
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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
Lumentum Holdings Inc.
Full Name of Registrant
Not applicable
Former
Name if Applicable
400 North McCarthy Boulevard
Address of Principal Executive Office (Street and Number)
Milpitas, California 95035
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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x |
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(a) |
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The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
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(b) |
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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 |
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(c) |
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The accountants 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-SAR, N-CSR, or the transition report or portion thereof, could not be
filed within the prescribed time period.
Lumentum Holdings Inc. (the Company) is filing this Notification of Late Filing on Form 12b-25 with
respect to its Annual Report on Form 10-K for the fiscal year ended June 27, 2015 (the Annual Report). The Company has determined that it is unable to file its Annual Report within the prescribed time period without unreasonable effort
or expense as a result of unexpected delays encountered by the Company in the preparation of the Companys financial statements for the fiscal year ended June 27, 2015. The Company commenced operations as an independent, publicly-traded company
pursuant to the distribution by Viavi Solutions Inc. (Viavi) of a portion of the Companys shares to Viavis stockholders effective August 1, 2015 (the Separation). The principal reason for the unexpected delays in
the preparation of the Companys financial statements for the fiscal year ended June 27, 2015 related to a delay in obtaining information necessary for the attribution of accounts payable and property, plant and equipment for the period prior
to the Separation. The Company expects to file the Annual Report on or before the fifteenth calendar day following the prescribed due date.
The statement concerning the Companys expectation regarding the timing of the filing of the Annual Report is a forward-looking statement
as defined in the Private Securities Litigation Reform Act of 1995, and actual events may differ from those contemplated by this statement. This statement is subject to certain risks and uncertainties, including the Companys, or its
independent auditors, inability to complete the work required to file the Annual Report in the time frame that is anticipated.
PART IV
OTHER INFORMATION
(1) |
Name and telephone number of person to contact in regard to this notification |
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Aaron Tachibana |
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(408) |
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546-5483 |
(Name) |
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(Area Code) |
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(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? ¨ Yes x 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.
Lumentum 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.
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Date: |
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September 28, 2015 |
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By: |
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/s/ Aaron Tachibana |
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Aaron Tachibana |
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Chief Financial Officer |
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(Principal Financial Officer) |
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