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AND EXCHANGE COMMISSION
OF LATE FILING
February 28, 2021
Report on Form 10-K
Report on Form 20-F
Report on Form 11-K
Report on Form 10-Q
Report on Form N-SAR
the Transition Period Ended:
the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:
I - REGISTRANT INFORMATION
Name of Registrant
Capital Holdings Corp.
Name if Applicable
2708-09, Metropolis Tower,10 Metropolis Drive,
12b-25(b) AND (c)
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)
reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, 11-K, Form N-SAR or From 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
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
accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.
below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q, N-SAR, N-CSR, or the transition report or portion thereof, could
not be filed within the prescribed time period.
quarterly report of Leader Capital Holdings Corp. (the “Registrant”) on Form 10-Q for the quarterly period ended February
28, 2021 (the “Form 10-Q”) could not be filed within the prescribed time period due to the fact that the Registrant was unable
to finalize its financial results without unreasonable expense or effort. As a result, the Registrant could not solicit and obtain the
necessary review of the Form 10-Q in a timely fashion prior to the due date of the report. The Registrant anticipates that it will file
the Form 10-Q no later than five calendar days following the prescribed filing date.
and telephone number of person to contact in regard to this notification
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 reports)
been filed? If answer is no, identify report(s).
Yes [ ] No
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
Registrant expects to have generated revenue of $32,389 for the three months ended February 28, 2021 as compared to $1,666 for the three
months ended February 29, 2020. This expected increase in revenue will primarily be a result of: (i) the sales of products from the Registrant’s
mobile application, which products were not available in the prior year, (ii) the Registrant’s provision of certain services in
connection with the third-party use of its mobile application, and (iii) the Registrant’s development of a new, more comprehensive
Registrant expects to have net losses of $2,570,347 for the three months ended February 28, 2021 as compared to $1,242,110 for the three
months ended February 29, 2020. The Registrant’s net losses for the three months ended February 28, 2021 are expected to be principally
attributed to general and administrative expenses.
foregoing results are still preliminary.
Note Regarding Forward-Looking Statements:
notification on Form 12b-25 contains certain “forward-looking statements” within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements can be
identified by the fact that they do not relate strictly to historical or current facts and include words such as “expects,”
“believes,” “intends” or words of similar meaning or the negatives thereof. These forward-looking statements
are based on current information and expectations and include, but are not necessarily limited to, statements about the Registrant’s
ability to file the Form 10-Q within the period prescribed under Rule 12b-25 and expectations regarding the consolidated financial statements
to be included therein (including revenue performance).
forward-looking statements contained herein are subject to risks and uncertainties, many of which are beyond our control, including the
possibility that we may discover previously unknown issues relating to our financial statements and such issues may result in possible
further delays in finalizing the Form 10-Q, including delays that extend beyond the 5-day period during which late filings are permitted,
as well as other risks and uncertainties described in the reports that we file with the U.S. Securities and Exchange Commission. Any
such result may cause volatility in our stock price, a loss of confidence in our management team and other potential negative effects
on the Registrant. If one of these risks or uncertainties occurs, actual results or outcomes may vary materially from those described
in the forward-looking statements as expected, anticipated, believed, estimated, intended, planned or otherwise. Forward-looking statements
speak only as of the date on which they are made. We undertake no obligation to update any forward-looking statements to reflect circumstances
or events that occur after the date the forward-looking statements are made.
of Registrant as Specified in Charter)
caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
: April 15, 2021
and Chief Executive officer
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.
The above information was disclosed in a filing to the SEC. To see the filing, click here.
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