Form NT 10-Q - Notification of inability to timely file Form 10-Q or 10-QSB
August 10 2023 - 4:53PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
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001-36788 |
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SEC FILE NUMBER |
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CUSIP NUMBER |
(Check
One):
¨ Form 10-K ¨ Form 20-F ¨
Form 11-K x Form 10-Q ¨
Form 10-D ¨ Form N-SAR ¨ Form N-CSR
For Period Ended: June 30, 2023
¨ 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: N/A
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: N/A
PART I - REGISTRANT INFORMATION
Full Name of Registrant:
Exela Technologies, Inc.
Former Name if Applicable:
Address of Principal Executive Office (Street
and Number):
2701 E. Grauwyler Rd.
City, State and Zip Code:
Irving, TX 75061
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) 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, 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 |
| (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, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time
period.
Exela
Technologies, Inc. (the “Company”) is unable to file its Quarterly Report on Form 10-Q for the period ended June 30, 2023
(the “Form 10-Q”) within the prescribed time period without unreasonable effort or expense for the reason described below.
As
disclosed in the Company’s Current Report on Form 8-K filed on April 10, 2023, the Company’s previous independent registered
public accounting firm declined to stand for re-appointment for 2023 and agreed to remain the Company’s independent registered public
accounting firm until completion of its review of the consolidated interim financial statements of the Company and subsidiaries
as of and for the period ended March 31, 2023. The Company’s audit committee is in the late stages of engaging a new independent
registered public accounting firm (the “New Firm”) to act as the Company's independent auditor. Once engaged, the New Firm
must complete its review of the unaudited interim financial information presented in the Form 10-Q under PCAOB Auditing Standard 4105,
Reviews of Interim Financial Information (“AS 4105”), as required by Securities and Exchange Commission rules. Once the New
Firm completes its AS 4105 review of this unaudited interim financial information and the unaudited financial information for applicable
prior periods, the Company will file the Form 10-Q, as soon as practicable.
The Company does
not currently anticipate that it will be able to file Form 10-Q on or before the fifth calendar day following the prescribed filing date
as a result of the circumstances described above. The Company will seek to resolve these issues as soon as practicable and intends to
issue an earnings release and host a related conference call with respect to the period ended June 30, 2023, on August 14, 2023.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in
regard to this notification
Shrikant Sortur |
(248)
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709-8133 |
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(Name) |
(Area Code) |
(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 the answer is no, identify report(s).
x 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?
x 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.
The Company expects to report lower net loss quarter over quarter. The Company has not yet finalized its tax provision accounting and
accounting for the sale of an asset in June 2023; and therefore the overall net loss of the Company for the second quarter of 2023 as
compared to the corresponding period for the last fiscal year cannot yet be estimated.
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Exela Technologies, Inc. |
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(Name of Registrant as specified in charter) |
has caused this notification to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: August 10, 2023 |
By: |
/s/ Shrikant Sortur |
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Name: |
Shrikant Sortur |
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Title: |
Chief Financial Officer |
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 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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