Notification That Annual Report Will Be Submitted Late (nt 10-k)
02 Março 2023 - 8:27AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
12b-25
Commission
File Number 001-38392
NOTIFICATION
OF LATE FILING
(Check
One):
☒
Form 10-K |
☐
Form 20-F |
☐
Form 11-K |
☐
Form 10-Q |
☐
Form 10-D |
☐
Form N-CEN |
☐
Form N-CSR |
For
Period Ended: December 31, 2022
☐
Transition Report on Form 10-K
☐
Transition Report on Form 20-F
☐
Transition Report on Form 11-K
☐
Transition Report on Form 10-Q
For
the Transition Period Ended: _____________
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. |
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
Blink Charging Co.
Full Name of Registrant
Former Name if Applicable
605 Lincoln Road, 5th Floor
Address of Principal Executive Office (Street and Number)
Miami
Beach, Florida 33139
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.)
☐ |
(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-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 |
☐ |
(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-CEN, N-CSR, or the transition report or portion thereof, could not
be filed within the prescribed time period.
Blink
Charging Co. (the “Company”) is unable to file its Form 10-K for the year ended December 31, 2022 (the “Form 10-K”)
in a timely manner without unreasonable effort or expense due to delays in obtaining and compiling information to complete the procedures
relating to its year-end reporting process, including the completion of the audit of the Company’s financial statements for inclusion
in the Form 10-K. The Company expects to file the Form 10-K within the extension period provided under Rule 12b-25 under the Securities
Exchange Act of 1934, as amended.
PART
IV
OTHER
INFORMATION
(1)
Name and telephone number of person to contact in regard to this notification:
Michael
P. Rama, CFO |
|
(305) |
|
521-0200 |
(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 ☐ 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.
Since
the last Form 10-K that was filed for the year ended December 31, 2021, the Company completed the acquisition of Electric Blue
Limited (the “EB Acquisition”), as disclosed in the Current Report on Form 8-K filed by the Company with the Securities and
Exchange Commission (the “SEC”) on April 26, 2022, and the acquisition of SemaConnect, Inc. (the “SemaConnect
Acquisition”), as disclosed in the Current Report on Form 8-K filed by the Company with the SEC on June 21, 2022. The Company is
expecting to report in its Form 10-K increased revenues and expenses compared to the year ended December 31, 2021 as a result of the
EB Acquisition and SemaConnect Acquisition.
The
Company released its financial results on February 28, 2023, which was filed in the Current Report on Form 8-K by the Company with the
SEC on February 28, 2023. Below is a brief summary of the Company’s financial results for the year ended
December 31, 2022:
|
● |
Total
revenue of $61.1 million for the year ended December 31, 2022. |
|
● |
Gross
profit of $14.8 million for the year ended December 31, 2022. |
|
● |
Net
loss of $91.6 million for the year ended December 31, 2022. |
The
Company expects to file its Form 10-K no later than March 6, 2023.
Blink
Charging Co.
(Name
of Registrant as Specified in Charter)
has
caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.
Date:
March 1, 2023 |
By: |
/s/
Michael P. Rama |
|
|
Michael
P. Rama |
|
|
Chief
Financial Officer |
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