Amended Notification That Form 20-f Will Be Submitted Late (nt 20-f/a)
17 May 2016 - 7:09AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Amendment No. 1
NOTIFICATION OF LATE FILING
Commission File Number 001-34661
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Form 10-K
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x
Form 20-F
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¨
Form 11-K
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¨
Form 10-Q
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¨
Form 10-D
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¨
Form
N-SAR
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¨
Form N-CSR
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For Period Ended: December 31, 2015
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Transition
Report on Form 10-K
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¨
Transition Report on Form 10-Q
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¨
Transition Report on Form 20-F
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¨
Transition Report on Form N-SAR
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¨
Transition
Report on Form 11-K
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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
Dehaier Medical Systems Limited
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Full Name of Registrant
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Room 501, 83 Fuxing Road
Haidian District
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Address of principal executive office
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Beijing 100856
People’s Republic of China
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City, State and Zip Code
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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)
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(a)
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The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
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(b)
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The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR 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
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(c)
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The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.
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PART III – NARRATIVE
State below in reasonable detail the reasons why Form 10-K,
11-K, 20-F, 10-Q, N-SAR or the transition report portion thereof could not be filed within the prescribed time period.
The Registrant previously filed a Form 12b-25 with
respect to its Annual Report on Form 20-F for the period ended December 31, 2015 on May 2, 2016. At the time of the initial report,
the Registrant believed it would be able to finalize its financial reports and MD&A within fifteen (15) calendar days after
the date the Annual Report was due. The Registrant is filing this Amendment 1 to Form 12b-25 because it needs additional time to
finalize the financial reports to be included and the MD&A discussion based upon such financial reports, and to clarify certain
information regarding subsequent events, in part due to significant changes in operations in the second half of 2015 and corporate
developments in the first part of 2016. Although the Registrant continues to work diligently to complete this work, it does not
believe it will be able to do so prior to the expiration of May 16, 2016. The Registrant does not expect to make further comment
regarding completion of the Annual Report until its completion and filing.
PART IV – OTHER INFORMATION
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(1)
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Name and telephone number of person to contact in regard
to this notification
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Huili (Alisa) Li
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+86 10
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51660080
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(Name)
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(Area Code)
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(Telephone Number)
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(2)
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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).
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x
Yes
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No
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(3)
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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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x
Yes
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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.
Our revenues mainly come from medical products and
mobile telemedicine. For the years ended December 31, 2015, 2014 and 2013, our total revenues from continuing operation amounted
to approximately $1.32 million, $4.06 million and $7.40 million, respectively. Our revenues are subject to value added tax (“VAT”),
sales returns and trade discounts. We deduct these amounts from our gross revenues to arrive at our total revenues. Our net loss
attributable to the Company for the year ended December 31, 2015 was approximately $(35.96) million. Our net income attributable
to the Company for the years ended December 31, 2014 and 2013 was approximately $1.00 million and $2.00 million, respectively.
The sales of Dehaier’s
traditional medical device business declined significantly during the recent years. As a result, Dehaier started to develop a sleep
respiratory business in 2013 to compete in an increasingly challenging market with new competitors. Since the sleep respiratory
business is still at the developmental stage, the Company did not generate significant sales from its sleep respiratory operation
in 2015. To try to make the Company’s future continuing operations profitable, the Company plans the following events:
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(a)
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Discontinue several unprofitable lines among the traditional
medical device business to minimize losses;
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(b)
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Obtain financial support from either third parties or
related parties; and
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(c)
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Launch a restructuring plan to operate the Company more
efficiently.
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Dehaier Medical Systems Limited
(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 16, 2016
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By:
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/s/ Huili (Alisa) Li
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Huili (Alisa) Li
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Chief Financial Officer
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