UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
Commission File Number: 333-115587
NOTIFICATION OF LATE FILING
(Check One):
|X| Form 10-K |_| Form 11-K |_| Form 20-F |_| Form 10-Q |_| Form N-SAR
|_| Form N-CSR
For Period Ended: December 31, 2005
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|_| 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: ____________________
PART I
REGISTRANT INFORMATION
North Atlantic Holding Company, Inc.
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Full Name of Registrant
N/A
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Former Name if Applicable
3029 West Muhammad Ali Boulevard
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Address of Principal Executive Office (Street and Number)
Louisville, Kentucky 40212
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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 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.
PART III
NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 11-K, 20-F, 10-Q,
N-SAR, N-CSR, or the transition report or portion thereof, could not be filed
within the prescribed time period. (Attach extra sheets if needed.)
North Atlantic Holding Company, Inc. (the "Company") was unable to file its
Annual Report on Form 10-K for the year ending December 31, 2005 prior to
the 5:30 p.m. deadline on March 31, 2006 without unreasonable effort or
expense due to significant turnover in its accounting and finance staff
during the second half of 2005 and early 2006, including the resignation of
the Vice President of Finance in December 2005, and because of the amount
of work necessary to complete the financial statements and related
disclosures for both the Company and its direct, wholly-owned subsidiary,
North Atlantic Trading Company, Inc. However, the Company's Form 10-K was
filed at 9:57 p.m. on March 31, 2006.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Brian C. Harriss (502) 778-4421
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(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
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(3) Is it anticipated that any significant change in results of operations for
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 reported a $10,117,000 net income applicable to common shares
for the year ended 2005 as compared to a net loss of $36,535,000 applicable
to common shares for the prior year as described in the Company's Annual
Report on Form 10-K for the year ending December 31, 2005, which has been
filed.
North Atlantic Holding Company, Inc.
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(Name of Registrant as Specified in Charter
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: April 3, 2006
NORTH ATLANTIC HOLDING COMPANY, INC.
By: /s/ Brian C. Harriss
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Name: Brian C. Harriss
Title: Chief Financial Officer
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