Notification That Quarterly Report Will Be Submitted Late (nt 10-q)
16 Août 2022 - 12:02AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON, D.C.
20549
FORM 12b-25
Commission File Number: 001-12711
NOTIFICATION OF LATE FILING
¨Form
10-K |
¨ Form
20-F |
¨ Form
11-K |
ý Form
10-Q |
¨
Form 10-D |
¨
Form N-CEN |
¨
Form N-CSR |
|
For
Period Ended: June 30, 2022
¨ Transition Report
on Form 10-K |
|
¨ Transition Report
on Form 11-K |
¨ Transition Report
on Form 20-F |
|
¨ 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
Full name of
registrant |
BitNile Holdings,
Inc. |
Address of
principal executive office |
11411 Southern
Highlands Parkway, Suite 240 |
City, state and zip
code |
Las
Vegas, NV 89141 |
PART II
RULE 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.)
x
|
(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 Form10-K, Form 20-F,
Form11-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.
The compilation, dissemination
and review of the information required to be presented in the Form
10-Q for the fiscal quarter ended June 30, 2022 has imposed
requirements that have rendered timely filing of the Form 10-Q
impracticable without undue hardship and expense to the
registrant.
Part IV
Other
Information
(1) Name and
telephone number of person to contact in regard to this
notification
Kenneth S.
Cragun |
|
(949) |
|
444-5464 |
(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 the answer is no, identify
report(s).
x 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?
x 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.
The registrant’s revenue decreased to approximately $50.2 million
for the six months ended June 30, 2022, representing a decrease of
$25.2 million compared to approximately $75.4 million for the six
months ended June 30, 2021. The registrant’s loss from operations
was approximately $22.9 million for the six months ended June 30,
2022, a decrease of $70.0 million compared to income from
operations of approximately $47.0 million for the six months ended
June 30, 2021.
The decrease in revenue from the six months ended June 30, 2022,
was due to lower revenue from lending and trading activities of
approximately $39.6 million, compared to the six months ended June
30, 2021. Revenue from lending and trading activities during the
six months ended June 30, 2021 included an approximate $40 million
unrealized gain from the registrant’s investment in Alzamend Neuro,
Inc., a related party. The decline in revenue from lending and
trading activities was partially offset by an increase in the
registrant’s cryptocurrency mining operations of $7.1 million, and
an increase in revenue from hotel operations of $7.3 million. The
registrant acquired the hotel assets in December 2021.
The registrant’s operating expenses increased to approximately
$50.0 million for the six months ended June 30, 2022,
representing an increase of $33.0 million compared to approximately
$17.0 million for the six months ended June 30, 2021.
The increase in operating expenses from the six months ended June
30, 2022, was due to the following:
|
· |
Research and development expenses
increased by $0.3 million to $1.4 million for the six months ended
June 30, 2022, from $1.1 million for the six months ended June 30,
2021. The increase in research and development expenses is due to
product development efforts at the registrant’s TurnOnGreen and
Gresham Worldwide defense business segments. |
|
· |
Selling and marketing expenses were
$13.5 million for the six months ended June 30, 2022, compared to
$2.7 million for the six months ended June 30, 2021, an increase of
$10.7 million, or 390%. The increase was the result of higher
marketing costs related to an advertising sponsorship agreement as
well as increases in sales and marketing personnel, consultants
primarily at the registrant’s Ault Alliance business segment. The
increase is also attributable to costs incurred at to grow the
registrant’s selling and marketing infrastructure related to its
electric vehicle charger products. |
|
· |
General and administrative expenses
were $32.7 million for the six months ended June 30, 2022, compared
to $13.1 million for the six months ended June 30, 2021, an
increase of $19.6 million, or 150%. General and administrative
expenses increased from the comparative prior period, mainly due to
general and administrative costs of $3.7 million from the
registrant’s hotel operations, which were acquired in December
2021, non-cash stock compensation costs of $3.6 million, increased
costs related to the Michigan data center, and higher legal
expense, salaries and audit fees. |
Interest expense was $31.9 million for the six months ended June
30, 2022, compared to $0.3 million for the six months ended June
30, 2021. The increase in interest expense relates to the $66.0
million of secured promissory notes issued in December 2021, which
were fully paid in March 2022. Interest expense from these notes
included the amortization of debt discount of $26.3 million from
the issuance of warrants, a non-cash charge, and original issue
discount, in connection with these secured promissory notes. In
addition, the increase in interest expense is due, in part, to
interest on the $55.1 million construction loans related to the
December 2021 acquisition of hotel properties.
The registrant’s net loss available to common stockholders was
approximately $52.1 million for the six months ended June 30, 2022,
representing an decline of $96.3 million, compared to net income
available to common stockholders of approximately $44.2 million for
the six months ended June 30, 2021.
BITNILE HOLDINGS, INC.
(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the
undersigned thereunto duly authorized.
Dated: August 15,
2022 |
|
/s/ Kenneth S.
Cragun |
|
|
By:
Kenneth S. Cragun |
|
|
Title: Chief
Financial Officer |
Ault Global (AMEX:DPW)
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