NVFY Nova Lifestyle Inc

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 12b-25

 

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, 2021

 

	☐	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:

 

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

 

Nova LifeStyle, Inc.

Full Name of Registrant

 

N/A

Former Name if Applicable

 

6565 E. Washington Blvd

Address of Principal Executive Office (Street and Number)

 

Commerce, CA 90040

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 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 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.

 

Nova LifeStyle, Inc. (the “Company”) is unable to file its Annual Report on Form 10-K for the fiscal year ended December 31, 2021 within the prescribed time period without unreasonable effort or expense because additional time is required to complete the preparation of the Company’s financial statements in time for filing. The Company anticipates filing its Form 10-K on or before the fifteenth calendar day following the prescribed due date.

 

PART IV — OTHER INFORMATION

 

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

 

	Thanh H. Lam		323		888-9999
	(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.

 

 

Nova LifeStyle Inc.

(Name of Registrant as Specified in Charter)

 

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

 

Date: March 31, 2022	By:	/s/ Thanh H. Lam
		Thanh H. Lam
	Title:	Chief Executive Officer

 

Part IV. (3) Anticipated Changes in Results of Operations

 

We anticipate reporting the following significant changes in the results of operations from the 2021 fiscal year.

 

Net Sales Net sales from continuing operations for the year ended December 31, 2021 were $12.81 million, an increase of 13% from $11.35 million in 2020. This increase in net sales resulted primarily from a 29.43% increase in average selling price, partially offset by a 12.78% decrease in sales volume.

 

Cost of Sales Cost of sales from continuing operations consists primarily of costs of finished goods purchased from third-party manufacturers. Total cost of sales from continuing operations decreased by 26% to $23.13 million in the year ended December 31, 2021, compared to $31.24 million in 2020. Cost of sales as a percentage of sales decreased to 181% in the year ended December 31, 2021, compared to 275% in 2020.

 

Gross Loss Gross loss from continuing operations was $10.32 million in the year ended December 31, 2021, compared to gross loss of $19.89 million in 2020, representing a decrease in gross loss of $9.57 million. The decrease in gross loss was primarily due to our write down of $15.96 million of our slow-moving inventory in the year ended December 31, 2021, compared with $24.01 million of inventory write down in 2020. Our gross loss margin was 81% in the year ended December 31, 2021, compared to a gross loss margin of 175% in 2020.

 

Operating Expenses Operating expenses from continuing operations consisted of selling, general and administrative expenses. Operating expenses were $9.48 million in the year ended December 31, 2021, compared to $6.41 million in 2020.

 

Net Loss Our net loss was $19.96 million in the year ended December 31, 2021, compared with $26.08 million of net loss for the year of 2020.