Notification That Quarterly Report Will Be Submitted Late (nt 10-q)
May 16 2023 - 6:59AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
12b-25
NOTIFICATION
OF LATE FILING
SEC
File Number: 001-41119
CUSIP
Numbers: G8465L123; G8465L107; G8465L115
(Check one): |
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Form 10-K |
☐
Form 20-F |
☐
Form 11-K |
☒
Form 10-Q |
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☐
Form 10-D |
☐
Form N-CEN |
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Form N-CSR |
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For
Period Ended: March 31, 2023 |
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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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For
the Transition Period Ended: |
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:
PART
I — REGISTRANT INFORMATION
ST
Energy Transition I Ltd.
Full
Name of Registrant
N/A
Former
Name if Applicable
Par-la-Ville
Place, 4th Floor
14
Par-la-Ville Road
Address
of Principal Executive Office (Street and Number)
Hamilton,
Bermuda, HM08
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; |
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(b) |
The
subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-CEN 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) |
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-CEN, N-CSR, or the transition report or portion thereof, could not
be filed within the prescribed time period.
The
Registrant has determined that it is unable, without unreasonable effort or expense, to file its Quarterly Report on Form 10-Q for the
period ended March 31, 2023 (the “Form 10-Q”) on or before the prescribed due date. The Company requires additional time
to complete the final review of its financial statements and other disclosures in the Quarterly Report. The Company is, and has been,
working diligently to complete its Form 10-Q as soon as possible and anticipates that the Form 10-Q will be filed within five calendar
days following the prescribed due date in compliance with Rule 12b-25(b).
PART
IV — OTHER INFORMATION
(1) |
Name
and telephone number of person to contact in regard to this notification. |
Jan
Erik Klepsland |
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(441) |
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295-6935 |
(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). 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.
Disclosures
About Forward-Looking Statements
Certain
statements included in this Current Report on Form 12b-25, which are not historical facts, are forward-looking statements. Such
forward-looking statements speak only as of the date of this Current Report. These forward-looking statements are based on management’s
current expectations, assumptions and beliefs regarding future events and are based on currently available information as to the outcome
and timing of future events, certain of which are beyond the Company’s control, and actual results may differ materially depending
on a variety of important factors. These factors include, but are not limited to, a variety of risk factors affecting the Company’s
business and prospects disclosed in the Company’s annual, quarterly reports and subsequent reports filed with the SEC, as amended
from time to time. Any or all of these occurrences could cause actual results to differ from those in the forward-looking statements,
and the Company does not undertake to update the forward-looking statements to reflect the impact of circumstances or events that may
arise after the date of the forward-looking statements.
ST
Energy Transition I Ltd.
(Name
of Registrant as Specified in Charter)
has
caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
Date: |
May
16, 2023 |
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By: |
/s/
Jan Erik Klepsland |
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Jan
Erik Klepsland |
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Chief
Executive Officer and Chief Financial Officer |
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