RLBD Real Brands Inc New (CE)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

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FORM 12b-25

 

NOTIFICATION OF LATE FILING

 

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Commission File Number 000-28027

 

(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

 

Full Name of Registrant: Real Brands Inc.

 

Former Name if Applicable

 

Address of Principal Executive Office (Street and Number): 12 Humbert Street

 

City, State and Zip Code: North Providence, Rhode Island 02911

 

 

PART II         RULE 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 reason 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 15th calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 1O-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-CEN, N-CSR, or the transition report portion thereof, could not be filed within the prescribed time period.

 

Due to its change of auditors (previously reported on a Current Report on Form 8-K filed with the SEC on December 22, 2022), the registrant requires additional time for its audit to be completed.

 

PART IV         OTHER INFORMATION

 

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

 

	Thom Kidrin		617		803-0004
	(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 the 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.

 

 

 

 

Real Brands Inc.

(Name of Registrant as Specified in Charter)

 

has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.

 

Date: August 16, 2021                                    

By: /s/Chris Ryan                                      Date: April 3, 2023

Chris Ryan, CFO