0001753926-23-000660.txt : 20230515 0001753926-23-000660.hdr.sgml : 20230515 20230515080909 ACCESSION NUMBER: 0001753926-23-000660 CONFORMED SUBMISSION TYPE: NT 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230331 FILED AS OF DATE: 20230515 DATE AS OF CHANGE: 20230515 EFFECTIVENESS DATE: 20230515 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HWGC Holdings Ltd CENTRAL INDEX KEY: 0001623590 STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199] IRS NUMBER: 300803939 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: NT 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-55685 FILM NUMBER: 23918549 BUSINESS ADDRESS: STREET 1: PORTMAN HOUSE, 2 PORTMAN STREET CITY: LONDON STATE: X0 ZIP: W1H 6DU BUSINESS PHONE: 60321432889 MAIL ADDRESS: STREET 1: PORTMAN HOUSE, 2 PORTMAN STREET CITY: LONDON STATE: X0 ZIP: W1H 6DU FORMER COMPANY: FORMER CONFORMED NAME: Vitaxel Group Ltd DATE OF NAME CHANGE: 20160111 FORMER COMPANY: FORMER CONFORMED NAME: ALBERO, CORP. DATE OF NAME CHANGE: 20141028 NT 10-Q 1 g083543_nt10q.htm NT 10-Q

   

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 12b-25

 

Commission File Number: 001-38630

 

NOTIFICATION OF LATE FILING

 

☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q
☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR  

 

For Period Ended: March 31, 2023

 

☐ Transition Report on Form 10-K ☐ Transition Report on Form 10-Q
☐ Transition Report on Form 20-F ☐ Transition Report on Form N-SAR
☐ Transition Report on Form 11-K  

 

For the Transition Period Ended: _______________________________________

 

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 HWGC Holdings Ltd.
Former name if applicable  
Address of principal executive office Portman House, 2 Portman Street
City, state and zip code London W1H 6DU, United Kingdom

 

  

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 reasons 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, 20-F, 11-K or Form N-SAR or Form N-CSR, or portion thereof will be filed on or before the 15th 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 the reasons why Form 10-K, 11-K, 20-F, 10-Q, N-SAR, N-CSR, or the transition report portion thereof, could not be filed within the prescribed time period.

 

The Company is unable to file its Quarterly Report on Form 10-Q for the three months ended March 31, 2023 within the prescribed time period because additional time is required to finalize its financial statements to be filed as part of the Form 10-Q. The Company expects to file the Form 10-Q within the extension period of 5 calendar days.

 

PART IV

OTHER INFORMATION

 

(1) Name and telephone number of person to contact in regard to this notification

 

Shalom Dodoun   +44   203 982 5041
(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).

 

☒ 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 ☐ 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.

 

Our revenue, total operating expenses, total other income (expense) and total comprehensive income (loss) for the three months ended March 31, 2023 as compared to the three months ended March 31, 2022 increased by $847,177, $756,311, $38,705 and $111,730, respectively, as a result of the share exchange for the acquisition of HWGG Capital P.L.C. on November 15, 2022 and the share exchange agreement for the acquisition of Fintech Scion Limited on November 30, 2022.

 

  

 

  

HWGC Holdings Ltd.

(Name of Registrant as Specified in Charter)

 

Has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.

 

Dated: May 15, 2023   /s/ Shalom Dodoun
  By: Shalom Dodoun
  Title: CEO