Notification That Annual Report Will Be Submitted Late (nt 10-k)

 

 

		SEC FILE NUMBER 0001-34113
		CUSIP NUMBER 94353G 209

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 12b-25

NOTIFICATION OF LATE FILING

 

(Check One):	☒   Form 10-K  ☐   Form 20-F  ☐   Form 11-K  ☐   Form 10-Q  ☐   Form N-SAR  ☐   Form N-CSR
	For Period Ended: December 31, 2015
	☐  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 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

 

WAVE SYNC CORP.

Full Name of Registrant

CHINA BIO-ENERGY CORP.

Former Name if Applicable

40 Wall Street, 28th Floor

Address of Principal Executive Office (Street and Number)

New York, NY 10005

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, 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.

 

Wave Sync Corp. (the “Registrant”) is unable to timely file its Annual Report on Form 10-K for the year ended December 31, 2015 (the “Form 10-K”) without unreasonable effort or expense because the Registrant, which has a small accounting staff, has devoted a substantial of time and effort to recent business matters affecting the Registrant and requires additional time to review and complete the financial statements and Management’s Discussion and Analysis of Financial Condition and Results of Operations. It is anticipated that the Form 10-K will be filed on or before the 15th calendar day following the prescribed due date of the Form 10-K.

 

PART IV -- OTHER INFORMATION

 

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

 

	Xinqian Zhang		(646)		512-5855
	(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.

 

During the year ended December 31, 2015, the Registrant wound down its business operations and became a shell company in July 2015 as a result of terminating its contractual relationship with its then existing “variable interest entity” subsidiaries. On October 19, 2015, the Registrant entered into a transaction where new operating “variable interest entity” subsidiaries were acquired by the Registrant. A reasonable estimate of this item cannot be made at this time due to the Registrant's small accounting staff which, until recently, has devoted itself to the Registrant's business matters.

 

 

 

 

WAVE SYNC 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 30, 2016	By:	/s/ Zuyue Xiang
		Zuyue Xiang, Chief Executive Officer