UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
¨ Form 10-K ¨ Form 20-F ¨ Form 11-K T Form 10-Q
¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR
For Period Ended: September 30, 2014
¨ Transition Report on Form 10-K ¨ Transition Report on Form 10-Q
¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K
¨ Transition Report on Form N-SAR
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 | Keyuan Petrochemicals, Inc. | |
| Former name if applicable | ||
| Address of principal executive office | Qingshi Industrial Park, Ningbo Economic & Technological Development Zone | |
| City, state and zip code | Ningbo, Zhejiang Province, P.R. China 315803 |
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 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 Forms 10-K, 20-F, 11-K, N-SAR, or 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 the reasons why Forms 10-K, 11-K, 20-F, 10-Q, 10-D, N-SAR, N-CSR, or the transition report portion thereof, could not be filed within the prescribed time period.
The Registrant is unable to file its Quarterly Report on Form 10-Q for the three and nine months ended September 30, 2014 and 2013, within the prescribed time period because the Registrant has not been able to obtain and assimilate all information required to complete its accounting and disclosures along with the XBRL tagging needed for a complete filing.
This Notification of Late Filing on Form 12b-25 includes certain statements which may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and the Federal securities laws. Although the Registrant believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions it can give no assurance that its expectations will be achieved. Forward-looking information is subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those projected. For forward-looking statements herein, the Registrant claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and other protections under the Federal securities laws. The Registrant assumes no obligation to update or supplement any forward-looking statements whether as a result of new information, future events or otherwise.
Part IV
Other Information
(1) Name and telephone number of person to contact in regard to this notification
| Chunfeng Tao | (011-86-574) | 8623-2955 |
| (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).
T 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?
TYes ¨ 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.
| 2 |
Net Income (Loss): Net Loss was approximately $4.6 million for the three months ended September 30, 2014, as compared to net income of approximately $2.8 million in the same period in 2013, a decrease of $7.4 million, or 264%. This decrease was mainly due to lower gross profit and higher interest expense. In addition, we recorded a foreign change loss of $0.4 million for the three months ended September 30, 2014, compared to a foreign exchange gain of $1 million in the same period of 2013.
Net Loss was approximately $8.4 million for the nine months ended September 30, 2014, as compared to net income of approximately $5.2 million in the same period in 2013, a decrease of $13.6 million, or 260%. The decrease was mainly due to the decrease in both selling prices and sales quantities for our SBS products in 2014 compared to 2013. In addition, we recorded a foreign exchange loss of $4.5 million for the nine months ended September 30, 2014 compared to a foreign exchange gain of $7.2 million in the same period of 2013. The exchange rate for USD to RMB appreciated from 6.31 to 1 on January 1, 2013, to 6.15 to 1 on September, 30, 2013, however, the exchange rate for USD to RMB depreciated from 6.11 to 1 on January 1, 2014, to 6.15 to 1 on September 30, 2014.
In addition, please be advised that, as the date of this filing, the financial accounting of the Company for the three and nine months ended September 30, 2014 has not been completed and numbers disclosed herein are subject to the final financial statements of the Company as of September 30, 2014 and 2013.
Keyuan Petrochemicals, Inc.
Name of Registrant as Specified in Charter.
Has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.
| Keyuan Petrochemicals, Inc. | ||
| Date: November 17, 2014 | By: | /s/ Chunfeng Tao |
| Chunfeng Tao Chief Executive Officer | ||
3