UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 10-Q/A

(Amendment No. 1) 

(Mark One)

x

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2014

OR

¨

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from             to             

Commission File Number 000-55090

 

FIRST FOUNDATION INC.

(Exact name of Registrant as specified in its charter)

 

 

California

 

20-8639702

(State or other jurisdiction
of incorporation or organization)

 

(I.R.S. Employer
Identification Number)

 

 

 

18101 Von Karman Avenue, Suite 700 Irvine, CA 92612

 

92612

(Address of principal executive offices)

 

(Zip Code)

(949) 202-4160

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed, since last year)

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every interactive data file required to be submitted and posted pursuant to Rule 405 of Regulation S-T (section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definitions of “accelerated filer”, “large accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.) (Check one):

 

Large accelerated filer

¨

Accelerated filer

¨

 

 

 

 

Non-accelerated filer

¨

Smaller reporting company

x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No   x

 

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

7,733,514 shares of Common Stock, par value $0.001 per share, as of May 1, 2014

 

 


 

 

EXPLANATORY NOTE

 

 

The registrant is filing this Amendment No. 1 on Form 10-Q/A to its Quarterly Report on Form 10-Q (“Amendment No. 1”) for the quarter ended March 31, 2014, filed with the Securities and Exchange Commission on May 14, 2014 (the “Original Filing”), to furnish Exhibit 101 to the Original Filing.  Exhibit 101 provides the financial statements and related notes from the Original Filing formatted in XBRL (eXtensible Business Reporting Language).

 

Except as described above, this Amendment No. 1 does not amend, update or change any other items or disclosures in the Original Filing and does not purport to reflect any information or events subsequent to the filing thereof.


 

 

 

ITEM  6.

EXHIBITS

(a)

Exhibits.

 

Exhibit No.

 

Description of Exhibit

31.1†

 

Certification of Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act of 2002

 

 

 

31.2†

 

Certification of Chief Financial Officer under Section 302 of the Sarbanes-Oxley Act of 2002

 

 

 

32.1†

 

Certification of Chief Executive Officer under Section 906 of the Sarbanes-Oxley Act of 2002

 

 

 

32.2†

 

Certification of Chief Financial Officer under Section 906 of the Sarbanes-Oxley Act of 2002

 

 

 

101*

 

XBRL (eXtensive Business Reporting Language). The following financial materials from the Company’s Quarterly Report on Form 10-Q for the period ended March 31, 2014, formatted in XBRL: (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Loss, (iv) Condensed Consolidated Statements of Cash Flows, and (v) Notes to Condensed Consolidated Financial Statements.

 

*

Submitted electronically with this report.

†

Previously included as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2014 with the Securities and Exchange Commission on May 14, 2014.

 

 

 

 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

 

FIRST FOUNDATION INC.

 

 

 

 

Dated: June 9, 2014

 

By:

/s/    JOHN M. MICHEL

 

 

 

John M. Michel

 

 

 

Executive Vice President and
Chief Financial Officer

 

 

 

 

 

INDEX TO EXHIBITS

 

Exhibit No.

   

Description of Exhibits

 

 

 

31.1†

 

Certification of Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act of 2002

 

 

 

31.2†

 

Certification of Chief Financial Officer under Section 302 of the Sarbanes-Oxley Act of 2002

 

 

 

32.1†

 

Certification of Chief Executive Officer under Section 906 of the Sarbanes-Oxley Act of 2002

 

 

 

32.2†

 

Certification of Chief Financial Officer under Section 906 of the Sarbanes-Oxley Act of 2002

 

 

 

101*

 

XBRL (eXtensive Business Reporting Language). The following financial materials from the Company’s Quarterly Report on Form 10-Q for the period ended March 31, 2014, formatted in XBRL: (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Loss, (iv) Condensed Consolidated Statements of Cash Flows, and (v) Notes to Condensed Consolidated Financial Statements.

 

 

*

Submitted electronically with this report.

†

Previously included as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2014 with the Securities and Exchange Commission on May 14, 2014.