UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 12b-25

 

NOTIFICATION OF LATE FILING

 

Commission File Number: 001-39959

 

(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, 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
  ¨   Transition Report on Form N-SAR
   
  For the Transition Period Ended: _________________

 

PART I — REGISTRANT INFORMATION

 

Growth Capital Acquisition Corp.

(Full Name of Registrant)

 

___________________

(Former Name if Applicable)

 

300 Park Avenue, 16th Floor

Address of Principal Executive Office

 

New York, NY 10022

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)

 

  x (a) The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
       
  x (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 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)

 

The Quarterly Report on Form 10-Q for the period ended June 30, 2021 (the “Form 10-Q”) of Growth Capital Acquisition Corp. (the “Company”) could not be filed within the prescribed time period due to a number of factors, including the obligation of the Company to furnish the Company’s independent public accountants with additional information necessary for such accountants to complete their review of the Form 10-Q prior to filing, the Company’s focus on required filings associated with its proposed business combination, and the requirement for the Company to include inline XBRL tags in its filing.  The Company is working diligently to complete the Form 10-Q as soon as possible and expects to file such report within five calendar days hereof.

 

PART IV — OTHER INFORMATION

 

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

 

  George Syllantavos   (212)   895-3500
  (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 x    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 x 
   
  Disclosures About Forward-Looking Statements This Notification of Late Filing on Form 12b-25 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 and such statements are intended to be covered by the safe harbor provided by the same. These statements are based on the current beliefs and expectations of the Company’s management and are subject to significant risks and uncertainties. The above statements regarding the accounting treatment of the Warrants, as well as the effect of the revision on any subsequent periodic SEC filings, constitute forward-looking statements that are based on the Company’s current expectations. Because these forward-looking statements involve risks and uncertainties, there are important factors that could cause future events to differ materially from those in the forward-looking statements, many of which are outside of the Company’s control. These factors include, but are not limited to, a variety of risk factors affecting the Company’s business and prospects, see “Risk Factors” in the Company’s annual, quarterly reports and subsequent reports filed with the SEC, as amended from time to time. The Company does not undertake to update the forward-looking statements to reflect the impact of circumstances or events that may arise after the date of the forward-looking statements.

 

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Growth Capital Acquisition Corp.

 

(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 16, 2021   By: /s/ George Syllantavos  
    George Syllantavos  
    Co-Chief Executive Officer  

  

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