UNITED STATES OMB APPROVAL
  SECURITIES AND EXCHANGE COMMISSION OMB Number:    3235-0058
  Washington, D.C. 20549 Expires:    February 28, 2022
    Estimated average burden hours per response........2.50
  FORM 12b-25 SEC FILE NUMBER
    814-00710
  NOTIFICATION OF LATE FILING CUSIP NUMBER
    741865109

 

(Check one):   ☒   Form 10-K  ☐   Form 20-F  ☐   Form 11-K  ☐   Form 10-Q  ☐   Form 10-D  ☐   Form N-SAR  ☐   Form N-CSR
     
    For Period Ended: December 31, 2018
     
    ☐   Transition Report on Form 10-K
     
    ☐   Transition Report on Form 20-F
     
    ☐   Transition Report on Form 11-K
     
    ☐   Transition Report on Form 10-Q
     
    ☐   Transition Report on Form N-SAR
     
    For the Transition Period Ended:

 

Read Instructions (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

 

Princeton Capital Corporation
Full Name of Registrant
 
 
Former Name if Applicable
 
800 Turnpike Street, Suite 300
Address of Principal Executive Office (Street and Number)
 
North Andover, Massachusetts 01845
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-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.

 

On March 29, 2019, the Company received oral comments from the U.S. Securities and Exchange Commission’s Staff of the Division of Investment Management relating to the Company’s Form 10-K for the fiscal year ended December 31, 2017 (the “2017 10-K”). The Company is working diligently with its auditors to address the comments to the 2017 10-K and has determined that it would be in the best interests of the Company and its stockholders to revise certain portions in the Form 10-K for the fiscal year ended December 31, 2018 (the “2018 10-K”) prior to filing.

 

The Company is working to address the comments to the 2017 10-K and the revisions to the 2018 10-K with the plan to file the 2018 10-K on or before April 16, 2019.

 

PART IV — OTHER INFORMATION

 

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

 

Gregory J. Cannella   978   794-3366
(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.

  

2 

 

 

 

Princeton Capital Corporation
(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 1, 2019   By /s/ Gregory J. Cannella
        Gregory J. Cannella
       

Chief Financial Officer

 

 

INSTRUCTION: 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.

 

3