Notification That Quarterly Report Will Be Submitted Late (nt 10-q)
May 17 2021 - 7:07AM
Edgar (US Regulatory)
U.S.
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM 12b-25
SEC
File Number 001-13387
CUSIP
Number: 007737109
NOTICE OF LATE FILING
(Check
One):
[ ] Form 10-K [_] Form
20-F [_] Form 11-K
[ X ] Form 10-Q [_]
Form 10-D [_] Form N-CEN
[_] Form
N-CSR
For
Period Ended: March
31, 2021
[ ] Transition Report on Form
10-K
[ ] Transition Report on Form
20-F
[ ] Transition Report on Form
11-K
[ ] Transition Report on Form
10-Q
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
Full
Name of
Registrant: AEROCENTURY
CORP.
Former
Name if Applicable:
Address
of Principal Executive Office (Street and Number):
1440 CHAPIN AVENUE, SUITE 310 BURLINGAME CA
94010
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 12(b)-25(b), the
following should be completed. (Check box if
appropriate)
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(a)
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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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[X]
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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-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)
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The accountant's statement or other
exhibit required by Rule 12b-25(c) has been attached if
applicable.
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Part III--Narrative
State below in
reasonable detail the reasons 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 is unable to file its Quarterly Report on Form 10-Q
within the prescribed time period because (i) the preparation for
the filing of the voluntary petition for relief under Chapter 11 of
Title 11 of the United States Code in the United States Bankruptcy
Court for the District of Delaware on March 29, 2021, and (ii)
following the filing of the Chapter 11 petition, the determination
of the proper application of accounting principles with respect to
the Company’s post-filing financial results, required a
dedication of Registrant personnel and resources that precluded the
Registrant from timely completing the preparation and coordination
of its financial statements for the reporting period by the
Registrant’s auditors.
Part IV--Other Information
(1) Name and
telephone number of person to contact in regard to this
notification: Timothy Harris,
Esq. (650)-813-5784
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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
the answer is no, identify report(s).
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[X ] Yes [ ]
No
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(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?
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[ X ] Yes [ ]
No
If so; attach
an explanation of the anticipated change, both narratively and
quantitively, and, if appropriate, state the reasons why a
reasonable estimate of the results cannot be
made.
The registrant anticipates that the unaudited results of operations
for the fiscal quarter ended March 31, 2021 will reflect a pre-tax
loss of approximately $3.4 million and an after-tax loss of
approximately $3.5 million, whereas results of operations for the
fiscal quarter ended March 31, 2020 reflected a pre-tax loss of
approximately $12.9 million and an after-tax loss of approximately
$10.2 million. The decreased losses in the first quarter of 2021
resulted mostly from lower interest expense, asset impairments and
depreciation compared to the same quarter in 2020, the effects of
which were partially offset by an increase in professional fees,
general and administrative expenses in the 2021
period.
AEROCENTURY CORP.
(Name of
Registrant as specified in charter)
has caused
this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
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Date: May 17,
2021
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By: /s/ Harold M.
Lyons
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Harold M.
Lyons,
SVP Finance and
CFO
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