UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


   
FORM 12b-25
  
SEC FILE NUMBER
       
000-55191
         
   
NOTIFICATION OF LATE FILING
  
CUSIPNUMBER
105861108
         

(Check one): ☒ Form 10-K ☐ Form 20-F  ☐ Form 11 -K  o Form 10-Q  o Form 10-D   ☐ Form N-SAR       ☐ Form N-CSR

For Period Ended:     December 31, 2014
☐ 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: ___________________________


Read Instruction (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
 
 Brazil Minerals, Inc.
Full Name of Registrant
 
 
Former Name if Applicable
 
 155 North Lake Avenue, Suite 800
Address of Principal Executive Office (Street and Number)
 
 Pasadena, California 91101
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 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-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 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.

The registrant requires additional time to prepare, substantiate and verify the accuracy of its financial reports.  The registrant is in the process of preparing and reviewing its financial information.  The process of compiling and disseminating the information required to be included in the Form 10-K for the fiscal year ended December 31, 2014, as well as the completion of the required audit of its financial information, could not be completed within the prescribed time period without incurring undue hardship and expenses.
 


(Attach extra Sheets if Needed)
PART IV — OTHER INFORMATION

(1)
Name and telephone number of person to contact in regard to this notification
   
 
Marc Fogassa
  
213
  
590-2500
 
(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).
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 anticipates certain changes from prior year in its financial statements, the details of which will be described in footnotes to the statements and in management's discussion of operations in the Form 10-K .
 



Brazil Minerals, 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
 March 31, 2015
By.
  /s/ Marc Fogassa
     
 Chief Executive Officer
 

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