Notification That Form 20-f Will Be Submitted Late (nt 20-f)
April 29 2020 - 06:20AM
Edgar (US Regulatory)
SEC FILE NUMBER: 001-38638
CUSIP NUMBER: 62914V106
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check one): ¨
Form 10-K x Form 20-F
¨ Form 11-K ¨
Form 10-Q ¨ Form 10-D
¨ Form N-SAR ¨
Form N-CSR
For Period Ended: December 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-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
Full Name of Registrant
Former Name if Applicable
Buiding 20, No. 56 AnTuo Road, Anting Town, Jiading District
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Address of Principal Executive Office (Street and Number)
Shanghai 201804, People’s Republic of China
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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 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.
The Registrant is unable
to file its Form 20-F for the year ended December 31, 2019 within the prescribed time period because the Registrant is
preparing the related disclosure in and translation of the documents to be filed with Form 20-F in connection with the
definitive agreements the Registrant entered into on April 29, 2020 for investments in NIO (Anhui) Holding Co., Ltd.
SEC 1344 (04-09)
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Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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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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Wei Feng
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+86 21
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6908 2018
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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 Registrant
anticipates that there will be significant changes in results of operations between 2018 and 2019 as a result of certain business
development of the Registrant during 2019. Changes in the Registrant’s results
of operations from 2018 to 2019 were reflected in the Registrant’s March 18,
2020 press release announcing its unaudited financial results for the fiscal year ended December 31, 2019, which was furnished
to the Commission on the Registrant’s Current Report on Form 6-K on March 19,
2020.
Forward-Looking
Statements
This notification
includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. The word “expects,” “anticipates” and similar terms and phrases are used in this
notification to identify forward-looking statements. Risks, uncertainties and assumptions that could affect the Company’s
forward-looking statements include, among other things, any changes to our anticipated financial results as a result of our independent
registered public accounting firm completing its audit of the Company’s financial statements, the ability of us and our auditors
to confirm information or data identified in the review, our ability to complete and file future periodic filings with the SEC
on a timely basis and other risks and uncertainties discussed more fully in the Company’s filings with the SEC. Unless required
by law, the Company expressly disclaims any obligation to update publicly any forward-looking statements, whether as a result of
new information, future events or otherwise.
NIO 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:
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April 29, 2020
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By:
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/s/ Wei Feng
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Name:
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Wei Feng
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Title:
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Chief Financial Officer
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