[NT 10-Q] Chilean Cobalt Corp. SEC Filing

Rhea-AI Filing Summary

Chilean Cobalt Corp. notified the SEC that it will file its Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 after the deadline, relying on Rule 12b-25, which allows up to five extra calendar days for a quarterly filing. The company says the delay stems from needing additional time to obtain and compile information for the report and states the filing will be made as soon as practicable.

The company also discloses that net loss for the three- and nine-month periods ended September 30, 2025 increased by $2,094,348 and $2,265,847, respectively, compared with the same periods in 2024. This larger loss is mainly due to a $1,881,082 impairment charge on mining concessions acquired via a non-cash equity issuance on September 12, 2025, reflecting concerns about the reliability and availability of independent valuations for these assets.

Positive

• None.

Negative

• Late Form 10-Q filing: The company will not file its September 30, 2025 Form 10-Q on time and must rely on Rule 12b-25’s five-day grace period.
• Higher net losses: Net loss for the three- and nine-month periods ended September 30, 2025 increased by $2,094,348 and $2,265,847, respectively, versus 2024.
• Impairment of mining concessions: Results include a $1,881,082 impairment charge on mining concessions acquired via a non-cash equity issuance on September 12, 2025 due to valuation concerns.

Insights

Equity analyst – small-cap mining and resources

Late 10-Q and a sizeable impairment drive higher net losses.

Chilean Cobalt Corp. is delaying its Form 10-Q for the quarter ended September 30, 2025, using Rule 12b-25, which gives up to five extra calendar days for a quarterly filing. The company cites the need for more time to obtain and compile required information, a common reason but one that can signal operational or accounting complexity.

The company reports that net loss for the three- and nine-month periods ended September 30, 2025 increased by $2,094,348 and $2,265,847 versus the prior year periods. The primary driver is a $1,881,082 impairment of mining concessions acquired through a non-cash equity issuance on September 12, 2025, tied to difficulties obtaining reliable independent valuations for these unique assets.

For investors, the combination of a late filing and a large impairment charge is typically viewed as unfavorable, particularly for a smaller resources company where such amounts can be significant relative to its scale. Subsequent periodic reports will provide more detail on the impact of the impairment and whether similar valuation challenges appear elsewhere on the balance sheet.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 12b-25

NOTIFICATION OF LATE FILING

(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:	September 30, 2025
		☐ 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

Chilean Cobalt Corp.

Full Name of Registrant

N/A

Former Name if Applicable

1199 LANCASTER AVENUE, SUITE 107

Address of Principal Executive Office (Street and Number)

BERWYN, PA, 19312

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 the reasons 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.

The filing by Chilean Cobalt Corp. (the “Company”) of the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 (the “Quarterly Report”) will be delayed due to the additional time required to obtain and compile certain information required to be included in the Quarterly Report, which delay could not be eliminated by the Company without unreasonable effort and expense. In accordance with Rule 12b-25 of the Securities Exchange Act of 1934, the Company will file its Form 10-Q as soon as practicable and expects to file no later than the fifth calendar day following the prescribed due date.

PART IV — OTHER INFORMATION

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

Laura Anthony, Esq.		(561)		514 - 0936
(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.

The net loss for the three-months and nine-months ended September 30, 2025 compared to the same periods for September 30, 2024, were $2,094,348 and $2,265,847 greater, respectively, primarily due to a $1,881,082 impairment loss related to mining concessions in the quarter ended September 30, 2025. The decision to write-down the mining concessions, acquired via a non-cash equity issuance on September 12, 2025, was driven by the lack of reliability of and availability of independent valuations for these unique assets, as necessary to substantiate their value on the financial statements.

2

CHILEAN COBALT 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: November 17, 2025	By:	/s/ Jim Van Horn
	Name:	Jim Van Horn
	Title:	Chief Financial Officer

3

FAQ

Why did Chilean Cobalt Corp. (COBA) file a Form 12b-25 for its Q3 2025 report?

Chilean Cobalt Corp. filed a Form 12b-25 because it could not complete its Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 on time and states it needs additional time to obtain and compile information required in the report.

When does Chilean Cobalt Corp. expect to file its delayed Form 10-Q for September 30, 2025?

The company states it will file its Form 10-Q "as soon as practicable" and expects to submit it no later than the fifth calendar day following the prescribed due date under Rule 12b-25.

How did Chilean Cobalt Corp.’s net loss change for the quarter ended September 30, 2025?

For the three months ended September 30, 2025, the company reports that net loss increased by $2,094,348 compared with the same period in 2024.

What is the total increase in Chilean Cobalt Corp.’s net loss for the nine months ended September 30, 2025?

For the nine months ended September 30, 2025, net loss increased by $2,265,847 compared with the nine months ended September 30, 2024.

What caused the higher net losses reported by Chilean Cobalt Corp. in 2025?

The higher net losses are primarily due to a $1,881,082 impairment loss related to mining concessions in the quarter ended September 30, 2025.

Why did Chilean Cobalt Corp. record an impairment on its mining concessions?

The company decided to write down the mining concessions, which were acquired via a non-cash equity issuance on September 12, 2025, because it lacked reliable and available independent valuations needed to substantiate their value on the financial statements.

Does Chilean Cobalt Corp. indicate other SEC reports are current for the past 12 months?

The form indicates that all other required periodic reports under the Securities Exchange Act of 1934 during the preceding 12 months, or shorter required period, have been filed.