UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 12b-25

 

NOTIFICATION OF LATE FILING

 

(Check One):

¨  Form 10-K

¨ Form 20-F 

¨ Form 11-K

x Form 10-Q

¨ Form 10-D

¨ Form N-SAR

¨ Form N-CSR

 

 

For Period Ended: March 31, 2015 

   
 

¨ 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 Transaction Period Ended: ________________________

 

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

 

Nano Labs Corp.

Full Name of Registrant

 
 

Former Name if Applicable

 

The Ford Building, 615 Griswold Street, 17th Floor, Suite 1715

Address of Principal Executive Office (Street and Number)

 

Detroit, MI 48226

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)

 

x

(a)

The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;

     

x

(b)

The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report of transition report on Form 10-Q, 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, N-SAR, or the transition report thereof, could not be filed within the prescribed time period.

 

Our quarterly report on Form 10-Q could not be filed within the prescribed time period. The Registrant is in the process of preparing and reviewing the financial information and compiling and disseminating the information required to be included in the Form 10-Q for the period ended March 31, 2015, as well as the completion of the required review of the Company's financial information, none of which could be completed by the date required without incurring undue hardship and expense. The Registrant expects to file its Form 10-Q within the extension period.

 

PART IV  OTHER INFORMATION

 

(1)

Name and telephone number of person to contact in regard to this notification

 

Bernardo Camacho Chararria

 

(888)

 

806-2315

(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 x 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 x

 

 

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.

 

 
2

 

Nano Labs 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 14, 2015

By:

/s/ Bernardo Camacho Chararria

 
   

Name: Bernardo Camacho Chararria

 
   

Title: President and Chief Executive Officer

 

 

 

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