Form NT 10-Q - Notification of inability to timely file Form 10-Q or 10-QSB
May 16 2024 - 4:46PM
Edgar (US Regulatory)
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
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SEC FILE NUMBER
001-35994 |
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CUSIP NUMBER
42237K 409 |
(Check One):
☐ Form
10-K ¨ Form 20-F ¨
Form 11-K
☒
Form 10-Q ¨ Form
10-D ¨ Form N-CEN ¨
Form N-CSR
For Period Ended: March 31,
2024
¨
Transition Report on Form 10-K
¨Transition
Report on Form 20-F
¨Transition
Report on Form 11-K
¨ Transition
Report on Form 10-Q
For the Transition Period Ended: N/A
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.
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If the notification relates to
a portion of the filing checked above, identify the Item(s) to which the notification relates: N/A
PART I. |
REGISTRANT INFORMATION. |
Scorpius
Holdings, Inc.
Full Name of Registrant’
Former Name if Applicable
627 Davis
Drive, Suite 300
Address of Principal Executive Office
(Street and Number)
Morrisville,
NC 27560
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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(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, 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.
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The Company was unable
to file its Quarterly Report on Form 10Q for the quarter ended March 31, 2024 (the “2024 Form 10-Q”) by the May 15,
2024 due date without unreasonable effort or expense. The Company requires additional
time to finalize its financial statements for such quarterly period.
The Company failed to
file its Annual Report on Form 10-K (the “2023 10-K”) by the filing due date of April 16, 2024. The 2023 10-K was filed on
April 26, 2024. The amount of time that was required to complete and file the 2023 10-K has materially impacted the completion of the
Company’s 2024 Form 10-Q.
PART
IV. |
OTHER
INFORMATION |
(1) | | Name and telephone
number of person to contact in regard to this notification: |
William
Ostrander (919) 240-7133
(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 Company 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 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.
For the quarter ended March 31, 2024, on a preliminary unaudited basis,
the Company expects to recognize between $4.0 million and $5.0 million of revenue For the quarter ended March 31, 2023, the Company recognized
$0.8 million of revenue.
For the quarter ended March 31, 2024, on a preliminary unaudited basis,
we expect operating loss to be between $3.8 million and $5.1 million and net loss before income taxes from continuing operations to be
between $4.0 million and $5.3 million. For the quarter ended March 31, 2023, operating loss was $12.6 million and net loss before income
taxes from continuing operations was $12.5 million.
Scorpius
Holdings, Inc. has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.
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SCORPIUS HOLDINGS, INC. |
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Dated:
May 16, 2024 |
By: |
/s/ William
Ostrander |
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William Ostrander |
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Chief Financial Officer |
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