Item
8.01 Other Events.
Inability to file Quarterly Report on Form 10-Q for the quarter
ended March 31, 2020 in a timely manner due to circumstances
related to COVID-19 global pandemic.
We
are unable to file our first quarter Quarterly Report on Form 10-Q
by the original deadline of May 15, 2020 due to circumstances
related to the global impact of COVID-19. Our key personnel have
been distracted by other priorities associated with workplace
closures, school closures, and stay at home orders. Our work
efficiencies have been negatively impacted.
We are relying on the SEC order
dated March 25, 2020 (Release No. 34-88465, which supersedes the
SEC’s order dated March
4, 2020 (Release No. 34-88318) to extend the due date for the
filing of our Form 10-Q until June 29, 2020 (45 days after the
original due date). We will work diligently to comply with such
requirement, and, at this time, management believes that it may
need the entire available extension period.
Additional risk factor disclosure
The following are risk factors relating to the global COVID-19
pandemic.
Our operations rely on professionals all over the United States,
which is impacted by the global pandemic, causing our resources to
be affected. Our business operations have been and may continue to
be materially and adversely affected by the coronavirus disease
COVID-19.
An outbreak of respiratory illness caused by COVID-19 emerged in
Wuhan city, Hubei province, PRC, in late 2019 and has been
expanding globally. COVID-19 is considered to be highly contagious
and poses a serious public health threat.
Restrictive measures have been imposed in major cities in the USA,
including Los Angeles, New York, and Las Vegas, and throughout the
world in an effort to contain the COVID-19 outbreak. The World
Health Organization (the “WHO”) is closely monitoring
and evaluating the situation. On March 11, 2020, the WHO declared
the outbreak of COVID-19 a pandemic, expanding its assessment of
the threat beyond the global health emergency it had announced in
January. Any outbreak of such epidemic illness or other adverse
public health developments in the USA or elsewhere in the world may
materially and adversely affect the global economy, our markets and
our business.
In the first quarter of 2020, the COVID-19 outbreak has caused
disruptions in our operations, which have resulted in delays on
exiting projects. A prolonged disruption or any further unforeseen
delay in our operations could continue to result in increased costs
and reduced revenue.
We cannot foresee whether the outbreak of COVID-19 will be
effectively contained, nor can we predict the severity and duration
of its impact. If the outbreak of COVID-19 is not effectively and
timely controlled, our business operations and financial condition
may be materially and adversely affected as a result of the
deteriorating market outlook for sales, the slowdown in regional
and national economic growth, weakened liquidity and financial
condition of our customers and vendors or other factors that we
cannot foresee. Any of these factors and other factors beyond our
control could have an adverse effect on the overall business
environment, cause uncertainties, cause our business to suffer in
ways that we cannot predict and materially and adversely impact our
business, financial condition and results of
operations.
The
outbreak of the coronavirus (“COVID-19”) has negatively
impacted and could continue to negatively impact the global
economy. In addition, the COVID-19 pandemic could disrupt or
otherwise negatively impact global credit markets, our operations
and our efforts to identify, review and explore alternatives for
the Company, including a merger, acquisition, or a business
combination.
The
significant outbreak of COVID-19 has resulted in a widespread
health crisis, which has negatively impacted and could continue to
negatively impact the global economy. In addition, the global and
regional impact of the outbreak, including official or unofficial
quarantines and governmental restrictions on activities taken in
response to such event, could have a negative impact on our
operations and our ability to identify, review and explore
alternatives for the Company. More broadly, the outbreak could
potentially lead to an economic downturn that could limit the
potential opportunities available to us via merger, acquisition or
business combination.
The
COVID-19 outbreak could disrupt or otherwise negatively impact
credit and equity markets, which could adversely affect the
availability and cost of capital. Such impacts could limit our
ability to obtain additional funding through various financing
transactions or arrangements, including joint venturing of
projects, equity or debt financing or other means.
A
pandemic typically results in social distancing, travel bans and
quarantines, and this may limit access to our management, support
staff, professional advisors and our independent auditors. These
factors, in turn, may not only impact our operations, financial
condition and our overall ability to react timely to mitigate the
impact of this event. Also, it may hamper our efforts to comply
with our filing obligations with the Securities and Exchange
Commission.
The
extent and potential short and long term impact of the COVID-19
outbreak on our business will depend on future developments,
including the duration, severity and spread of the virus, actions
that may be taken by governmental authorities and the impact on the
financial markets, all of which are highly uncertain and cannot be
predicted. These and other potential impacts of an epidemic,
pandemic or other health crisis, such as COVID-19, could therefore
materially and adversely affect our business, financial condition
and results of operations.