Form NT 10-Q - Notification of inability to timely file Form 10-Q or 10-QSB
15 11월 2023 - 2:57AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC File Number: 001-40921
CUSIP Number: 04684M 106
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Form 10-K ☐ Form 20-F ☐
Form 11-K ☒ Form 10-Q
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Form 10-D ☐ Form N-CEN ☐
Form N-CSR |
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For Period Ended: September 30, 2023 |
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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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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: N/A
PART I – REGISTRANT INFORMATION
ATHENA CONSUMER ACQUISITION CORP.
Full Name of Registrant
N/A
Former Name if Applicable
442 5th Avenue
Address of Principal Executive Office (Street and Number)
New York,
NY 10018
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; |
(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 the reasons
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.
Athena Consumer Acquisition Corp. (the “Company”)
is filing this Notification of Late Filing on Form 12b-25 with respect to its Quarterly Report on Form 10-Q for the fiscal quarter ended
September 30, 2023 (the “Form 10-Q”). The Company has determined that it is unable to file its Form 10-Q within the prescribed
time period because the Company requires additional time to prepare and review its financial statements to ensure adequate disclosure
of the financial information required to be included in the Form 10-Q. The Company is working diligently to complete the Form 10-Q as
soon as possible and intends to file the Form 10-Q as soon as practicable after the completion of the Company’s financial
statements.
PART IV – OTHER INFORMATION
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(1) |
Name and telephone number of person to contact in regard to this notification: |
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Jane
Park |
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(970) |
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925-1572 |
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(Name) |
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(Area code) |
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(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).
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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?
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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. |
Forward-Looking Statements
Certain statements made herein are “forward-looking statements”
within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking
statements may be identified by the use of words and phrases such as “will”, “may”, “should”, “future”,
“promptly”, “expect”, “estimate”, “anticipate,” “intends”, “plans”,
“subject to”, and “change” and other similar expressions that predict or indicate future events or trends or that
are not statements of historical fact. Such statements may include, but are not limited to, statements regarding the Company’s intent
to restate certain historical financial statements and the timing of the restatement and the Company’s statements regarding its
anticipated results of operations for the quarterly period ended March 31, 2023. These statements are based on current expectations on
the date hereof and involve a number of risks and uncertainties that may cause actual results to differ significantly. These forward-looking
statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties,
assumptions and other important factors, including without limitation the completion of the Company’s quarterly review procedures,
many of which are outside the Company’s control, that could cause actual results or outcomes to differ materially from those discussed
in the forward-looking statements. The Company does not assume any obligation to update or revise any such forward-looking statements,
whether as the result of new developments or otherwise.
Athena Consumer Acquisition 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: November 14, 2023 |
By: |
/s/ Jane Park |
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Name: |
Jane Park |
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Title: |
Chief Executive Officer |
Athena Consumer Acquisit... (NYSE:ACAQ)
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