Notification That Annual Report Will Be Submitted Late (nt 10-k)
October 01 2019 - 4:08PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(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: July 31, 2019
☐ Transition Report on Form 10-K
☐ Transition Report on Form 20-F
☐ Transition Report on Form 11-K
☐ Transition Report on Form 10-K
☐ Transition Report on Form N-SAR
For the Transition Period Ended: _____________________________________
Read Instructions (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:
PART I – REGISTRANT INFORMATION
XT Energy Group, Inc.
Full Name of Registrant:
Former Name if Applicable:
No.1, Fuqiao Village, Henggouqiao
Town
Address of Principal Executive Office (Street and number):
Xianning, Hubei, China 437012
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)
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The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
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☒
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(b)
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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
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(c)
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The accountant's statement or other exhibit required by Rule 12(b)-25(c) has been attached if applicable.
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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.
XT Energy Group, Inc. (the “ Registrant”)
became a large accelerated filer for the year ended July 31, 2019 and is subject to a shorter filing deadline for its Annual Report
on Form 10-K (the “Form 10-K”) for the year ended July 31, 2019 as compared to previous years. Due to time and resources
constraints, the Registrant requires additional time to complete the procedures relating to its year-end reporting process, including
the completion of the audit of the Registrant’s financial statements and procedures relating to management’s assessment
of the effectiveness of internal controls and therefore, cannot file its Form 10-K within the prescribed period without undue hardship
and expense. The Registrant expects to file the Form 10-K on or before the fifteenth calendar day following the prescribed due
date.
PART IV – OTHER INFORMATION
(1) Name and telephone number of person to
contact in regard to this notification:
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Denghua Zhou
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(929)
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228-9298
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(Name)
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(Area Code)
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(Telephone Number)
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(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.
Total revenues increased by approximately $37,860,000
or 250.0%, to approximately $53,130,000 for the year ended July 31, 2019 as compared to $15,269,788 for the year ended July 31,
2018. Total cost of revenue increased by approximately $27,590,000, or 210.0%, to approximately $40,220,000 for the year ended
July 31, 2019 as compared to $12,631,464 for the year ended July 31, 2018. Net loss decreased by approximately $812,000, or 62.0%,
to net loss of approximately $488,000 for the year ended July 31, 2019, from a net loss of $1,299,422 for the year ended July 31,
2018.
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XT Energy Group, Inc.
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(Name of Registrant as Specified in Charter)
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has caused this notification to be signed on
its behalf by the undersigned hereunto duly authorized.
Date: October 1, 2019
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By:
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/s/ Denghua Zhou
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Name: Denghua Zhou
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Title: Chief Executive Officer
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ATTENTION
Intentional misstatements or omissions of
fact constitute Federal criminal violations. (See 18 U.S.C. 1001).
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