[NT 10-Q] Metal Sky Star Acquisition Corporation Unit SEC Filing

Rhea-AI Filing Summary

Metal Sky Star Acquisition Corporation notified the SEC that it cannot timely file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2025 because it requires additional time to complete the financial statements and obtain the necessary review and signatures. The company says the report "will be filed as soon as practicable," indicating the delay is administrative rather than a disclosed substantive change in results.

The filing also states that all other periodic reports required in the preceding 12 months have been filed and that the company does not anticipate a significant change in operating results compared with the prior-year period. A company contact is provided for investor inquiries.

Positive

• All other periodic reports required during the preceding 12 months have been filed, per the notification.
• The registrant states it does not anticipate a significant change in operating results from the comparable prior-year period.
• The company commits to filing the delayed Quarterly Report as soon as practicable and provides a named contact for inquiries.

Negative

• Form 10-Q for the quarter ended June 30, 2025 was not filed on time, triggering a Form 12b-25 notification.
• The delay is attributed to needing additional time to complete financial statements and obtain necessary reviews and signatures, indicating a lapse in timely close procedures.

Insights

Financial Analyst

TL;DR Routine late filing due to completion of financials and signatures; no expected material change in results per the company.

The registrant reports a procedural delay in filing its Form 10-Q for the quarter ended June 30, 2025, explicitly citing the need to finish financial statements and obtain necessary reviews and signatures. Management indicates that other periodic filings for the past 12 months are current and that it does not expect materially different operating results for the period. From a financial analysis perspective, absent further disclosure of missed estimates or restatements, this notice appears administrative; however, investors should monitor the forthcoming 10-Q for any adjustments or disclosures that might affect the financial picture.

Corporate Governance Expert

TL;DR The filing signals an internal timing or process issue but includes confirmations that limit immediate governance alarm.

The Form 12b-25 states the delay arises from completing closing procedures and securing reviews/signatures. The company confirms all other periodic reports are up to date and that no significant change in results is expected for the quarter. While late filings can raise governance questions about controls and timeliness, this submission provides a contact and a commitment to file promptly. Investors and stakeholders will want to review the eventual 10-Q to verify completeness of disclosures and whether the delay uncovered any control deficiencies or required restatements.

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-CEN  ☐ Form N-CSR
		For the Period Ended: June 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
		For the Transition Period Ended: N/A

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

METAL SKY STAR ACQUISITION CORPORATION

Full Name of Registrant

N/A

Former Name if Applicable

221 River Street, 9th Floor

Address of Principal Executive Office (Street and Number)

Hoboken, New Jersey 07030

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-CEN 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-CEN, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.

Metal Sky Star Acquisition Corporation (the “Registrant”) is unable to file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2025 within the prescribed time period without unreasonable efforts or expenses because additional time is required to complete the Registrant’s financial statements and solicit and obtain the necessary review of the subject report and signatures thereto in time for filing. The Quarterly Report on Form 10-Q for the quarter ended June 30, 2025 will be filed as soon as practicable.

PART IV — OTHER INFORMATION

(1)	Name and telephone number of person to contact in regard to this notification
	Wenxi He		+86 (332)		237-6141
	(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.

Cautionary Note Regarding Forward-Looking Statements

Certain statements contained in this Form 12b-25 may be considered “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995, Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21 of the U.S. Exchange Act of 1934, as amended. Forward-looking statements may generally be identified by the use of words such as “will,” “anticipate,” “expect,” or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters, although not all forward-looking statements contain such identifying words. These forward-looking statements include, but are not limited to the Registrant’s expectations regarding its financial information and the Registrant’s expectations as to the timing of the filing of the Form 10-Q for the quarter ended June 30, 2025, which reflect the Registrant’s expectations based upon currently available information and data. These statements are based on various assumptions, whether or not identified in this Form 12b-25, made by the Registrant’s management, including but not limited to the completion of the Registrant’s final closing procedures and audit of the Registrant’s financial statements for the quarter ended June 30, 2025. There can be no assurance that such assumptions will prove to be correct and, as a result, actual results may differ materially from expectations expressed in or implied by the forward-looking statements.

METAL SKY STAR ACQUISITION 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: August 14, 2025	By	/s/ Wenxi He
	Name:	Wenxi He
	Title:	Chief Executive Officer and Chairman (Principal Executive Officer)

FAQ

What did Metal Sky Star (MSSAU) file with the SEC?

The company filed a Form 12b-25 notifying the SEC it could not timely file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2025.

Why is MSSAU late filing its Form 10-Q for Q2 2025?

Metal Sky Star states it needs additional time to complete the financial statements and to solicit and obtain the necessary review of the report and required signatures.

Has Metal Sky Star filed its other required periodic reports recently?

Yes. The company indicates that all other periodic reports required under the relevant rules during the preceding 12 months have been filed.

Does the company expect a significant change in results for the quarter?

No. The registrant answered No when asked whether a significant change in results compared with the prior-year period is anticipated.

Who can investors contact about this notification?

The contact listed is Wenxi He, with telephone number +86 (332) 237-6141 as provided in the filing.

When will MSSAU file the delayed 10-Q?

The company states the Quarterly Report will be filed as soon as practicable; no specific filing date is provided in the notification.