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SEC File Number |
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001-40176 |
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CUSIP Number |
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G3195H 104 |
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
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☒ Form 10-K ☐ Form
20-F ☐ Form
11-K ☐ Form
10-Q
☐ Form 10-D ☐ Form
N-CEN ☐ Form
N-CSR
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For Period Ended: December 31, 2021 |
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☐ Transition Report on Form 10-K |
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☐ Transition Report on Form 20-F |
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☐ Transition Report on Form 11-K |
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☐ Transition Report on Form 10-Q |
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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
ESM Acquisition Corporation
Full Name of Registrant:
Not applicable
Former Name if Applicable:
2229 San Felipe, Suite 1300
Address of Principle Executive Office (Street and
Number):
Houston, TX 77019
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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☒ |
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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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(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-CEN 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-CEN, N-CSR, or the transition report or
portion thereof, could not be filed within the prescribed time
period.
ESM Acquisition Corporation (the “Company”) has determined that it
is unable to file its annual report on Form 10-K for the year ended
December 31, 2021 (the “Annual Report”) within the prescribed
time period without unreasonable effort or expense as the Company
needs additional time to complete its financial statements and
related audit included in the Annual Report.
In accordance with Rule 12b-25 of the Securities Exchange Act
of 1934, as amended, the Company anticipates that it will file the
Annual Report as soon as practicable and no later than the
fifteenth calendar day following the prescribed due date.
Part IV – Other Information
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Name and telephone number of person
to contact in regard to this notification |
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Sir Michael Davis |
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(713) |
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579-5000 |
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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). ☒ Yes ☐ No |
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| (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? ☐ Yes ☒ No |
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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. |
SIGNATURE
ESM Acquisition Corporation has caused this notification to be
signed on its behalf by the undersigned hereunto duly
authorized.
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ESM Acquisition Corporation
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By: |
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/s/ Sir Michael Davis
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Sir Michael Davis |
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Chief Executive Officer
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| Date: April 1, 2022 |
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