0001213900-25-026468.txt : 20250401 0001213900-25-026468.hdr.sgml : 20250401 20250331174040 ACCESSION NUMBER: 0001213900-25-026468 CONFORMED SUBMISSION TYPE: NT 10-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231231 FILED AS OF DATE: 20250401 DATE AS OF CHANGE: 20250331 EFFECTIVENESS DATE: 20250401 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Denali Capital Acquisition Corp. CENTRAL INDEX KEY: 0001913577 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences EIN: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: NT 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-41351 FILM NUMBER: 25795381 BUSINESS ADDRESS: STREET 1: 437 MADISON AVENUE STREET 2: 27TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 6469785180 MAIL ADDRESS: STREET 1: 437 MADISON AVENUE STREET 2: 27TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 NT 10-K 1 ea0236363-nt10k_denali.htm NOTIFICATION OF LATE FILING

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 12b-25

 

SEC File Number 001-41351

 

NOTIFICATION OF LATE FILING

 

(Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q
  ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR  

 

For Period Ended: December 31, 2023
 
☐ Transition Report on Form 10-K
☐ Transition Report on Form 20-F
☐ Transition Report on Form 11-K
☐ Transition Report on Form 10-Q
 
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

 

DENALI CAPITAL ACQUISITION CORP.

Full Name of Registrant

 

N/A

Former Name if Applicable

 

437 Madison Avenue 27th Floor
 Address of Principal Executive Office (Street and Number)

 

New York, NY 10022

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-CEN 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-CEN, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.

 

Denali Capital Acquisition Corp. (the “Company”) is unable to file its Annual Report on Form 10-K for the year ended December 31, 2024 with the U.S. Securities and Exchange Commission within the prescribed time period for such filing without unreasonable effort or expense because the Company is in the process of preparing the financial statements for the year ended December 31, 2024 and will need additional time to complete such financial statements. The Company expects to file its Annual Report on Form 10-K within fifteen calendar days of the prescribed due date.

 

PART IV

OTHER INFORMATION

 

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

 

Lei Huang   (646)  

978-5180

(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 ☒ 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 has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.

 

1

 

 

Denali Capital Acquisition Corp.

(Name of Registrant as Specified in Charter)

 

has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: March 31, 2025 By: /s/ Lei Huang
    Lei Huang
    Chief Executive Officer

 

2