Non-timely filings increase by 40%+ in 2022, fueled by SPACs
More than 500 NT 10-Ks were filed in the last 3 days
2022 has been a record breaking year for 10-K deadline misses.
A company files an NT 10-K form when they are unable to file their annual report by the mandated deadline. So far this year, there have been over 660 such filings. Last year there were 461 over the same period. That’s a big increase.
Non-accelerated SEC issuers (a.k.a. smaller companies) with a fiscal year-end of December 31st are required to file their 10-K by March 31st. In 2022, there were >150 more NT 10-Ks filed by non-accelerated issuers compared to 2021.
Non-Accelerated NT 10-Ks*:
NT 10-Ks from January 1st through April 1st by year*:
*Counts for 2022 were measured around 3:30 PM on April 1st 2022. 2022 figures are not complete.
Why are so many companies missing 10-K deadlines in 2022?
Last year we welcomed a lot of new Special Purpose Acquisition Companies (SPACs) to the public markets. For many, this will be the first time they've ever filed a 10-K. As Kris has said before, a large number of SPACs weren’t “ready for prime time”. Read more about SPAC trip ups here.
2022 NT 10-Ks by Sector:
Notable NT Filings from today and yesterday:
FARADAY FUTURE INTELLIGENT ELECTRIC INC (FFIE) | NT 10-K | 2022-03-31
Faraday will be late because of an SEC subpoena and internal investigation into inaccurate disclosures.
That’s a good reason to miss a deadline.
VOLTA INC (VLTA) | NT 10-K | 2022-04-1
VLTA had to restate its prior period financials and experienced “certain management transitions”.
Eeek. Also a good reason to file late.
GATOS SILVER INC (GATO) | NT 10-K | 2022-04-01
GATO is filing late because they overestimated their resources in a recent technical report. If you’re not familiar with mining jargon, read more here.
VINCO VENTURES INC (BBIG) | NT 10-K | 2022-03-31
BBIG is “still in the process of compiling required information to complete the Annual Report and its independent registered public accounting firm requires additional time….”
That’s not helpful, BBIG. We want to know WHY.
BBIG has come across our radar multiple times this year, reporting a slew of resignations, Nasdaq non-compliance issues and more.
DIGITAL WORLD ACQUISITION CORP (DWAC) a.ka. “The Trump SPAC” | NT 10-K | 2022-03-31
DWAC simply said they needed more time, without providing any details.
ALPINE 4 HOLDINGS INC (ALPP) filed their EIGHTH NT 10-K or 10-Q since 2019. Essentially they never file on time.
ALPP is a very eccentric filer as highlighted by Michelle Leder here.
BONUS: FSRD, CISO, GNUS, GLS and INDI all filed NT 10-Ks saying that mergers or acquisition were holding up their annual reports.
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