Form NT 10-Q AmeriCrew Inc. For: Jun 30
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 12b-25 |
NOTIFICATION OF LATE FILING
SEC FILE NUMBER 000-56176
CUSIP NUMBER 030617 104
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| ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ 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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| ☐ Transition Report on Form N-SAR |
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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
Americrew Inc.
Full Name of Registrant
21 Omaha Street
Address of Principal Executive Office (Street and Number)
Dumont, NJ 07628
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; | |
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| ☒ | (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 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) | 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 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.
Americrew Inc. (the “Company”) is unable to file the Quarterly Report on Form 10-Q for the quarter ended June 30, 2022 (the “Form 10-Q”) in a timely manner without unreasonable effort or expense, as the Company is still compiling the necessary financial information to complete the filing due to its limited resources and financial and accounting personnel. The Company expects to file the Form 10-Q on or prior the fifth 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 |
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| Michael D. Harris |
| (561) |
| 471-3507 |
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| (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). |
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| 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? |
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| 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. |
The Company expects to report revenue of approximately $4.7 million and income (loss) from continuing operations of approximately $629,190 for the quarter ended June 30, 2022, compared to revenue of approximately $1.2 million and income (loss) of $118,095 for the quarter ended June 30, 2021. The difference in revenue between periods is primarily due to commencement of work under a new contract beginning in the first quarter of 2022 and an increase in work orders from major customers, and the difference in income (loss) from continuing operations is primarily due to the increase in revenue, partially offset by an increase in operating expenses and cost of revenue year-over-year.
The expected results of operation set forth above are subject to change and completion of the auditor’s review.
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Americrew Inc.
(Name of Registrant as Specified in Charter)
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: August 15, 2022 | By: | /s/ Ross DiMaggio |
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| Ross DiMaggio |
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| Title: | Chief Financial Officer |
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