Notification That Annual Report Will Be Submitted Late (nt 10-k)
31 März 2022 - 10:01PM
Edgar (US Regulatory)
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.
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