Caledonia Mining Corp Plc NT 20-F, filed Apr 30, 2024
Caledonia Mining Corp Plc (CMCL)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
| (Check one): |
o Form 10-K þ Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR | |||
| For Period Ended: | December 31, 2023 | |||
| o Transition Report on Form 10-K | ||||
| o Transition Report on Form 20-F | ||||
| o Transition Report on Form 11-K | ||||
| o Transition Report on Form 10-Q | ||||
| o Transition Report on Form N-SAR | ||||
| For the Transition Period Ended: | ||||
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
Caledonia Mining Corporation Plc
Full Name of Registrant
Former Name if Applicable
Castle Quay B006 Millais House
Address of Principal Executive Office (Street and Number)
St Helier, Jersey, JE2 3EF
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)
| þ | |||||
| (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.
The Registrant has experienced a delay in finalizing the technical report summaries for the Registrant’s Blanket Mine and Bilboes Gold Project and compiling all related information necessary for finalizing the Registrant’s Annual Report on Form 20-F for the year ended December 31, 2023, which, in relation to the Bilboes Gold Project, is being prepared in accordance with Subpart 1300 of Regulation S-K for the first time. The Registrant requires additional time to complete the technical report summaries, and, as a result, the Registrant is unable to file its Annual Report on Form 20-F within the prescribed time period without unreasonable effort or expense. The Registrant anticipates that it will file the Annual Report on Form 20-F within the fifteen-day grace period provided by Exchange Act Rule 12b-25.
(Attach extra Sheets if Needed)
PART IV — OTHER INFORMATION
| (1) | Name and telephone number of person to contact in regard to this notification |
| Mark Learmonth | 1534 | 679-800 | ||
| (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 þ No o | ||
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| (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 þ No o | ||
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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.
On April 9, 2024, the Company filed its Audited Consolidated Financial Statements for the fiscal year ended December 31, 2023 with the United States Securities and Exchange Commission on Form 6-K, and any changes in results of operations can be found in the filing. |
Caledonia Mining Corporation Plc
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
| Date | April 30, 2024 | By: | /s/ Mark Learmonth | |||
|
Mark Learmonth Chief Financial Officer |