Notification That Quarterly Report Will Be Submitted Late (nt 10-q)
May 16 2022 - 6:08PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number 001-39930
(Check One):
¨ Form
10-K ¨ Form 20-F ¨
Form 11-K x Form 10-Q ¨
Form 10-D ¨ Form
N-CEN ¨ Form N-CSR
For Period Ended: March 31, 2022
¨ Transition
Report on Form 10-K
¨ Transition
Report on Form 20-F
¨ Transition
Report on Form 11-K
¨ Transition
Report on Form 10-Q
For the Transition Period Ended: N/A
Read Instruction (on back page) Before
Preparing Form. Please Print or Type.
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: SCIENCE
STRATEGIC ACQUISITION CORP. ALPHA
Former Name if Applicable: N/A
Address of Principal Executive Office (Street and Number): |
1447 2nd Street |
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City, State and Zip Code: Santa Monica, California 90401
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)
(a) The reason 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,
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 Form10-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 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. (Attach extra sheets
if needed.)
Science Strategic Acquisition Corp. Alpha (the “Company”)
has determined that it is unable, without unreasonable effort or expense, to file its Quarterly Report on Form 10-Q for the quarterly
period ended March 31, 2022 (the “Quarterly Report”) within the prescribed time period because the Company needs additional
time to provide information to its independent registered public accounting firm necessary to complete the review of the financial statements
included in the Quarterly Report.
The Company currently expects to file the Quarterly Report within the
fifth calendar-day period permitted pursuant to Rule 12b-25, but can provide no assurance that it will be able to file by such time.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard
to this notification:
Michael Jones |
(310) |
393-3024 |
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.
For the three months ended March 31, 2022, the Company expects to
report net income of $4.8 million, consisting of an approximately $5.1 million gain on the change in fair value of warrant
liabilities, partially offset by approximately $0.3 million in general and administrative expenses, compared to net income of $1.6
million for the three months ended March 31, 2021, consisting of an approximately $2.1 million gain on the change in fair value of
warrant liabilities, partially offset by approximately $0.5 million in general and administrative expenses.
The Company believes that its results contained herein for the three
months ended March 31, 2022 are materially correct; however, because management's review is ongoing, there can be no assurance that the
financial results referred to in this filing will not change upon completion of the review and filing of the Quarterly Report.
SCIENCE STRATEGIC ACQUISITION CORP. ALPHA
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
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By: |
/s/ Michael Jones |
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Michael Jones, Chief Executive Officer |
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May 16, 2022 |
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