Notification That Quarterly Report Will Be Submitted Late (nt 10-q)
16 August 2022 - 6:32AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number 001-40184
(Check One): |
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☐ Form
10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form
10-D ☐ Form N-CEN ☐ Form N-CSR |
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For Period Ended: June
30, 2022 |
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☐ Transition Report on Form 10-K |
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☐ Transition Report on Form 20-F |
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☐ Transition Report on Form 11-K |
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☐ Transition Report on Form 10-Q |
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For the Transition Period
Ended: |
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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
COLONNADE
ACQUISITION CORP. II
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Full Name of Registrant |
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N/A |
Former Name, if Applicable |
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1400
Centrepark Blvd. Ste. 810 |
Address of Principal Executive
Office (Street and Number) |
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West
Palm Beach, FL 33401 |
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)
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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-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 |
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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. |
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.
Colonnade Acquisition Corp. II has determined that it is unable, without
unreasonable effort or expense, to file its Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2022 (the “Q2 2022
Form 10-Q”) by the prescribed due date because it requires additional time to finalize its financial statements.
PART IV — OTHER INFORMATION
(1) |
Name and telephone number of person
to contact in regard to this notification: |
Remy
W. Trafelet |
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(561) |
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712-7860 |
(Name) |
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(Area code) |
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(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). ☒ 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 |
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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. |
Forward-Looking Statements
Certain statements made herein are “forward-looking statements”
within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking
statements may be identified by the use of words and phrases such as “will”, “may”, “should”, “future”,
“promptly”, “expect”, “estimate”, “anticipate,” “intends”, “plans”,
“subject to”, and “change” and other similar expressions that predict or indicate future events or trends or
that are not statements of historical fact. Such statements may include, but are not limited to, statements regarding the Company’s
intent to restate certain historical financial statements and the timing of the restatement and the Company’s statements regarding
its anticipated results of operations for the quarterly period ended June 30, 2022. These statements are based on current expectations
on the date hereof and involve a number of risks and uncertainties that may cause actual results to differ significantly. These forward-looking
statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties,
assumptions and other important factors, including without limitation the completion of the Company’s quarterly review procedures,
many of which are outside the Company’s control, that could cause actual results or outcomes to differ materially from those discussed
in the forward-looking statements. The Company does not assume any obligation to update or revise any such forward-looking statements,
whether as the result of new developments or otherwise.
Colonnade
Acquisition Corp. II |
(Name of Registrant as Specified
in Charter) |
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: |
August
15, 2022 |
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By: |
/s/
Remy W. Trafelet |
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Remy W. Trafelet |
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Chief Executive Officer |
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