Notification That Quarterly Report Will Be Submitted Late (nt 10-q)
16 Mayo 2019 - 3:04PM
Edgar (US Regulatory)
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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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OMB APPROVAL
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OMB Number: 3235-0058
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Expires: February 28, 2022
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Estimated average burden
Hours per form ..................... 2.50
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SEC FILE NUMBER
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001-38581
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CUSIP NUMBER
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01749N 103
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(Check
One)
: ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form
N-CSR
For
Period Ended:
March 31, 2019
☐
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:
_______________
Read
Instructions (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
Allegro
Merger Corp.
Full
Name of Registrant
N/A
Former
Name if Applicable
777
Third Avenue, 37
th
Floor
Address
of Principal Executive Office
(Street and Number)
New
York, New York 10017
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 reasons 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-SAR or Form-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 the reasons why the Forms 10-K, 20-F, 11-K, 10-Q, 10-D, NBSAR, N-CSR, or the transition report or portion
thereof, could not be filed within the prescribed time period. (Attach extra sheets if needed)
The
Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2019 was unable to be completed in time without
unreasonable effort and expense to the Company because the Company does not have a full-time administrative and accounting staff
and, as a result, was unable to accurately and completely compile the information required to be included in the Form.
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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Adam H. Jaffe
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(212)
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319-7676
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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.
For the three months ended March 31, 2019,
the Company had a net income of $487,664, which consisted of operating costs of $212,166, offset by investment income from marketable
securities held in the Company’s Trust Account of $877,142. For the three months ended March 31, 2018, the Company had a
net loss of $55, which consisted of formation and operating costs.
ALLEGRO
MERGER 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:
May 16, 2019
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By:
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/s/ Adam H. Jaffe
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Adam H. Jaffe, CFO
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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.
ATTENTION
Intentional
misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).
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2
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