UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number 001-37973
(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: | December 31, 2016 |
☐ Transition Report on Form 10-K | ☐ Transition Report on Form 10-Q |
☐ Transition Report on Form 20-F | ☐ Transition Report on Form N-SAR |
☐ Transition Report on Form 11-K |
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:
PART I
REGISTRANT INFORMATION
NI Holdings, Inc. |
Full name of registrant |
Former name if applicable |
1101 First Avenue North |
Address of principal executive office (Street and number) |
Fargo, ND 58102 |
City, state and zip code |
PART II
RULE 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 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 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-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
Due to the short period of time between the closing of its initial public offering and the due date of its Annual Report on Form 10-K, NI Holdings, Inc. (the “Company”) encountered delays in preparing its consolidated financial statements for the year ended December 31, 2016. As a result, their auditor has not had sufficient time to audit the financial statements for the year ended December 31, 2016 and therefore the Company is delayed in filing its Annual Report on Form 10-K without unreasonable effort and expense.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this notification.
Brian R. Doom | (701) 298-4205 |
(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 or 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’s results for the year ended December 31, 2016 were consistent with the Company’s unaudited financial statements as of September 31, 2016 as presented in its Form S-1 Prospectus dated January 17, 2017. For the year ended December 31, 2016, net income attributable to Nodak Mutual Insurance Company was $4.6 million compared to $17.5 million for the year ended December 31, 2015.
NI Holdings, Inc. |
(Name of Registrant as Specified in Charter) |
has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.
Date: March 31, 2017 | NI HOLDINGS, INC. | ||
By: | /s/ Michael J. Alexander | ||
Michael J. Alexander President and Chief Executive Officer |