Notification That Annual Report Will Be Submitted Late (nt 10-k)
April 01 2019 - 4:56PM
Edgar (US Regulatory)
UNITED
STATES
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OMB
APPROVAL
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SECURITIES
AND EXCHANGE COMMISSION
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OMB
Number: 3235-0058
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Washington,
D.C. 20549
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Expires:
February 28, 2022
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Estimated
average burden
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hours
per response.......2.50
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FORM
12b-25
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SEC
FILE NUMBER
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001-35817
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NOTIFICATION
OF LATE FILING
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CUSIP
NUMBER
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13739U104
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(Check
one):
[X]Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ]
Form N-SAR
[ ]
Form N-CSR
For
Period Ended:
December 31, 2018
[ ]
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.
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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
Cancer
Genetics, Inc.
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Full
Name of Registrant
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Former
Name if Applicable
201
Route 17 North, 2
nd
Floor
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Address
of Principal Executive Office (Street and Number)
Rutherford,
NJ 07070
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City,
State and Zip Code
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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
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-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 12b-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.
(Attach
extra Sheets if Needed)
Cancer Genetics, Inc. (the “Company”) is unable to file its Annual Report on Form 10-K for the
fiscal year ended December 31, 2018 (the “fiscal 2018 Form 10-K”), within the time period prescribed for such report
without unreasonable effort or expense, because the Company requires additional time to prepare necessary disclosures required
in the report and to provide the Company’s auditors with information for them to complete their audit procedures and furnish
their opinion. The Company continues to dedicate significant resources to the fiscal 2018 Form 10-K, and the Company currently
expects to timely file the fiscal 2018 Form 10-K within the 15 calendar day extension period afforded by Rule 12b-25 under the
Securities Exchange Act of 1934, as amended.
This
Form 12b-25 notification contains “forward-looking statements” within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements
are based on management’s current intent, beliefs, expectations, estimates and projections, as well as assumptions made
by and information currently available to our management. Such statements are not guarantees of future performance and involve
risks, uncertainties, assumptions and other factors that are difficult to predict. Actual results may vary materially from what
is expressed in or indicated by the forward-looking statements.
PART
IV – OTHER INFORMATION
(1)
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Name
and telephone number of person to contact in regard to this notification
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John
A. Roberts
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(201)
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528-9200
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(Name)
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(Area
Code)
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(Telephone
Number)
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(2)
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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).
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Yes
[X] No [ ]
(3)
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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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Yes
[X] 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 expects to
report a net loss of approximately $20 million for fiscal 2018 compared with a net loss of approximately $21 million
for fiscal 2017.
Cancer
Genetics, 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
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April
1, 2019
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By
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/s/
John A. Roberts
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John
A. Roberts
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Chief
Executive Officer
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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.
ATTENTION
Intentional
misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).
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GENERAL
INSTRUCTIONS
1.
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This
form is required by Rule 12b-25 (17 CFR 240.12b-25) of the General Rules and Regulations under the Securities Exchange Act
of 1934.
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2.
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One
signed original and four conformed copies of this form and amendments thereto must be completed and filed with the Securities
and Exchange Commission, Washington, D.C. 20549, in accordance with Rule 0-3 of the General Rules and Regulations under the
Act. The information contained in or filed with the form will be made a matter of public record in the Commission files.
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3.
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A
manually signed copy of this form and amendments thereto shall be filed with each national securities exchange on which any
class of securities of the registrant is registered.
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4.
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Amendments
to the notifications must also be filed on form 12b-25 but need not restate information that has been correctly furnished.
The form shall be clearly identified as an amended notification.
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6.
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Interactive
data submissions
. This form shall not be used by electronic filers with respect to the submission or posting of an Interactive
Data File (§232.11 of this chapter). Electronic filers unable to submit or post an Interactive Data file within the time
period prescribed should comply with either Rule 201 or 202 of Regulation S-T (§232.201 and §232.202 of this chapter).
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