Notification That Annual Report Will Be Submitted Late (nt 10-k)
March 17 2023 - 06:02AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
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(Check one):
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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, 2022
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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:
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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:
N/A
PART I — REGISTRANT INFORMATION
VAALCO ENERGY, INC.
(Full Name of Registrant)
N/A
(Former Name if Applicable)
9800 Richmond Ave., Suite 700
(Address of Principal Executive Office (Street and
Number))
Houston, Texas 77042
(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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☒
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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.
As disclosed in VAALCO Energy, Inc.’s (“VAALCO”) Current Report on
Form 8-K filed with the SEC on October 14, 2022, VAALCO completed
the acquisition of TransGlobe Energy Corporation (“TransGlobe”) on
October 13, 2022. The process of completing the preliminary
purchase price allocation and reviewing the consolidation of
TransGlobe’s results into VAALCO’s financial statements requires
additional time. The Company intends to file the Form 10-K no later
than the fifteenth calendar day after the prescribed due date.
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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Matthew Powers
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713
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623-0801
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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.
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VAALCO’s results of operations for the fourth quarter and full
year-ended December 31, 2022 will be significantly different than
its results of operations from the corresponding period in the
prior fiscal year due to the acquisition of TransGlobe. The results
for the fiscal year 2022 of the combined company include the
results of operations of TransGlobe from October 13, 2022, the
closing date of the acquisition.
VAALCO ENERGY, INC.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the
undersigned hereunto duly authorized.
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Date
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March 16, 2023
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By
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/s/ Jason Doornik
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Jason Doornik
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Chief Accounting Officer and Controller
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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 the
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.
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ATTENTION
Intentional misstatements or omissions of fact constitute
Federal Criminal Violations (See 18 U.S.C. 1001).
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