UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 12b-25

SEC FILE NUMBER

000-55289

 

 

CUSIP NUMBER 

 

 

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  March 31, 2021

 

 

 

 

 

o

Transition Report on Form 10-K

 

 

o

Transition Report on Form 20-F

 

 

o

Transition Report on Form 11-K

 

 

o

Transition Report on Form 10-Q

 

 

o

Transition Report on Form N-SAR

 

 

 

 

 

 

For the Transition Period Ended

 

Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

 

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

 

IGEN Networks Corporation

Full Name of Registrant

 

Not applicable

Former Name if Applicable

 

28375 Rostrata Ave

Address of Principal Executive Office (Street and Number)

 

Lake Elsinore, CA 92532

City, State and Zip Code

 

 

 

PART 11 - 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).

 

x

(a)

The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;

(b)

The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, 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 of 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

(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 the reasons why Forms 10-K, 20-F, 11-K, 10-Q, 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 complete the required compilation, dissemination, and review of all information required for filing its Quarterly Report on Form 10-Q for the period ended March 31, 2021 within the prescribed time period without undue hardship and expense. The Company is working to finalize the estimated value of the Series B Preferred Stock that was issued during the three months ended March 31, 2021.  It is anticipated that the Quarterly Report, along with the financial statements, will be filed on or before the 5th calendar day following the prescribed due date of the Registrant’s Form 10-Q.

 

PART IV - OTHER INFORMATION

 

(1)

Name and telephone number of person to contact in regard to this notification

 

 

 

 

 

Neil Chan

 

855

 

912-5378

 

 

(Name)

 

(Area Code)

 

(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 o 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

 

 

 

 

For the three months ended March 31, 2021, the Company’s revenues declined 29% over the revenues reported for the same period in 2020.  The significant decrease in revenues was primarily due to the impact of COVID-19 on demand for new vehicles at our customers’ franchise dealerships.

 

 

 

 

 

 

 2

 

 

 

IGEN Networks Corporation

 

 

(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 18, 2021

By

/s/ Neil Chan

 

 

Neil G. Chan

 

 

Chief Executive Officer and Director

 

 

 

 3

 

 

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