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: March 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
|
|
|
☐ Transition Report on Form N-SAR
|
|
|
|
|
|
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: N/A
PART I – REGISTRANT INFORMATION
Glenfarne Merger Corp.
Full Name of Registrant
N/A
Former Name if Applicable
292 Madison Avenue, 19th 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)
☒
|
|
(a)
|
|
The reasons 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-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
|
|
(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 the 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. (Attach
extra sheets if needed)
Glenfarne Merger Corp. (the “Company”) has determined that
it is unable, without unreasonable effort or expense, to file its Quarterly Report on Form 10-Q for the quarterly period ended March 31,
2021 (the “Form 10-Q”) by the prescribed due date because the Company, its accountants and its auditors need additional time
to finalize the Company’s financial statements to be included in its Form 10-Q. As previously disclosed in the Form 8-K filed by
the Company on April 26, 2021, the Company reassessed its accounting for its warrants issued in March 2021 in light of the statement issued
by the staff of the SEC on April 12, 2021 on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition
Companies (“SPACs”). Based on this reassessment, management determined that its warrants should be classified as liabilities
measured at fair value upon issuance, with subsequent changes in fair value reported in the Company’s statement of operations each
reporting period. The Company understands that numerous other SPACs that have elected to do the same at this time, which, coinciding with
the preparation of financial statements for Form 10-Ks for fiscal year 2020, has resulted in a delay in finalizing the financial statements.
PART IV – OTHER INFORMATION
|
|
|
|
|
|
|
(1)
|
|
Name and telephone number of person to contact in regard to this notification
|
|
|
|
|
|
|
|
|
|
Enrique
Reus
|
|
(212)
|
|
500-5454
|
|
|
(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.
|
Glenfarne 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 18, 2021
|
By:
|
/s/ Enrique
Reus
|
|
|
|
Enrique
Reus, Chief Financial Officer
|
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).
|
3
Glenfarne Merger (NASDAQ:GGMC)
Historical Stock Chart
From Apr 2024 to May 2024
Glenfarne Merger (NASDAQ:GGMC)
Historical Stock Chart
From May 2023 to May 2024