Aytu Biopharma, Inc NT 10-Q, filed Feb 15, 2023
Aytu Biopharma, Inc (AYTU)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number 001-38247
| (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: | December 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-Qs | |||||||
| ¨ Transition Report on Form N-SAR | |||||||
| For the Transition Period Ended: | |||||||
|
Read Instructions (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
|
Aytu BioPharma, Inc. |
| Full Name of Registrant |
| N/A |
| Former Name if Applicable |
| 373 Inverness Parkway, Suite 206 |
| Address of Principal Executive Office (Street and Number) |
| Englewood, Colorado 80112 |
| 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 | |
| ¨ | (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 |
| (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-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
Aytu BioPharma, Inc. (the “Company”) is unable to file its Quarterly Report on Form 10-Q for the period ended December 31, 2022, within the prescribed time period to allow for additional assessment and management review time on an accounting matter. The matter is related to the accounting for warrants issued in previous financings and we believe will not affect assets, cash and cash equivalents, revenue, cost of goods sold, operating expenses, loss from operations or adjusted EBITDA. Aytu therefore requires additional time in which to conduct and complete its review of the Company’s current financial statements and its assessment of the Company’s internal control over financial reporting. The Company does not currently expect to file its Quarterly Report on Form 10-Q by the prescribed due date allowed pursuant to Rule 12b-25.
| SEC 1344 (05-06) | Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
PART IV — OTHER INFORMATION
| (1) | Name and telephone number of person to contact in regard to this notification | ||||
| Mark K. Oki, Chief Financial Officer | 303 | 996-2639 | |||
| (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). | ||||
| 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? | ||||
| ¨ Yes x 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.
[•] | |||||
Aytu BioPharma, Inc.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
| Date | February 15, 2023 | By | /s/ Mark K. Oki | ||
| Name: | Mark K. Oki | ||||
| Title: | Chief Financial Officer | ||||
INSTRUCTION: The form may be signed by an executive officer of the registrant or by any other duly authorized representative. The name and title of the person signing the form shall be typed or printed beneath the signature. If the statement is signed on behalf of the registrant by an authorized representative (other than an executive officer), evidence of the representative’s authority to sign on behalf of the registrant shall be filed with the form.
| ATTENTION | ||
| Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001). | ||