UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
(Amendment No. 1)
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2014
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Blink Technologies, Inc. |
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(Exact name of registrant as specified in Charter) |
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Nevada |
000-53564 |
26-1395403 |
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(State or other jurisdiction of incorporation or organization) |
(Commission File No.) |
(IRS Employee Identification No.) |
5536 S. Ft. Apache #102
Las Vegas, NV 89148
(Address of Principal Executive Offices)
(949) 903-9144
(Issuer Telephone number)
Securities registered under Section 12(b) of the Exchange Act:
None
Securities registered under Section 12(g) of the Exchange Act:
Common Stock, $0.0001 par value per share
(Title of Class)
Check whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the issuer 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 web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§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 ¨ No x
Indicate by check mark whether the registrant is a larger accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of "accelerated filer and large accelerated filer" in Rule 12b-2 of the Exchange Act. (Check one)
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Large accelerated filer |
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Accelerated filer |
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Non-accelerated filer |
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Smaller reporting company |
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Indicate by check mark whether the registrant is a shell company as defined in Rule 12b-2 of the Exchange Act. Yes ¨ No x
Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date. At November 3, 2014 the registrant had outstanding 47,749,757 shares of common stock, $0.0001 par value per share. The registrant’s common stock is listed under the symbol “PUNK.PK”.
Transitional Small Business Disclosure Format Yes ¨ No x
EXPLANATORY NOTE
This Amendment No. 1 on Form 10-Q amends the Quarterly Report on Form 10-Q for the quarter ended June 30, 2014 filed November 26, 2014 in order to amend the cover page. The Company is amending the cover page to indicate that the Company has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the issuer was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. In all other material respects this Amended Quarterly Report on Form 10-Q is unchanged from the Quarterly Report on Form 10-Q filed by the Company on November 26, 2014.
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Item 6. Exhibits.
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Description of Exhibit |
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2.1 |
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Share Exchange Agreement by and among ePunk, Inc. a Nevada Corporation and Punk Industries, Inc. (Incorporated by reference from Exhibit 10.1 to Form 8-K filed with the Securities and Exchange Commission on July 21, 2011) |
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3.1 |
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Articles of Incorporation (incorporated by reference from our Report on Form SB-2 filed on October 11, 2007) |
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3.2 |
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Amended Articles of Incorporation (incorporated by reference from our Report on Form 8-K filed on February 8, 2010) |
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3.3 |
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Amended and Restated Articles of Incorporation (incorporated by reference from our Report on Form 8-K filed on April 28, 2010) |
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3.4 |
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Amended Articles of Incorporation (incorporated by reference from our Report on Form 8-K filed on June 22, 2011) |
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3.5 |
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Bylaws (incorporated by reference from our Report on Form SB-2 filed on October 11, 2007) |
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10.1 |
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Form of Stock Purchase Agreement dated June 15, 2011 (Incorporated by reference from Exhibit 10.1 to Form 8-K filed with the Securities and Exchange Commission on June 22, 2011). |
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10.2 |
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Form of employment agreement between Jesse Gonzales and the Company (Incorporated by reference from Exhibit 10.2 to Form 10-K filed with the Securities and Exchange Commission on February 14, 2013). |
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10.3 |
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Form of employment agreement between Justin Dornan and the Company (Incorporated by reference from Exhibit 10.3 to Form 10-K filed with the Securities and Exchange Commission on February 14, 2013). |
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10.4 |
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Form of stock cancellation agreement from Jesse Gonzales, Justin Dornan and Frank Drechsler dated August 7, 2012 (Incorporated by reference from Exhibit 10.1, 10.2 and 10.3 to Form 8-K filed with the Securities and Exchange Commission on August 8, 2012). |
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10.5 |
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Form of Senior Secured Revolving Credit Facility Agreement, Revolving Promissory Note, Guaranty Agreement and Security Agreement(s) between ePunk, Inc., Punk Industries, Inc. and TCA Global Credit Master Fund, LP (Incorporated by reference from Exhibit 10.1, 10.2, 10.3, 10.4 and 10.5 to Form 8-K filed with the Securities and Exchange Commission on September 28, 2012). |
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10.6 |
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Operating Agreement between ePunk, Inc and San West, Inc. for the management and operation relating to the business of County Imports dated May 28, 2013 (Incorporated by reference from Exhibit 10.1 to Form 8-K filed with the Securities and Exchange Commission on June 21, 2013). |
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10.7 |
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Restricted common stock cancellation: Jesse Gonzales cancelled 13,000,000 shares; Justin Dornan cancelled 7,910,000 shares and Frank Dreschler cancelled 5,300,000 shares (Incorporated by reference from Exhibit 10.2 to Form 8-K filed with the Securities and Exchange Commission on June 21, 2013). |
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10.8 |
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Assignment, Assumption Waiver and Termination Agreement between ePunk, Inc. and TCA Global Credit Master Fund, LP. (Incorporated by reference to the exhibits filed as part of the report on Form 10-Q for the quarter ended December 31, 2012, filed on June 5, 2014). |
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31.1* |
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Chairman of the Board, Chief Executive Officer and Chief Financial Officer Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
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32.1* |
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Chairman of the Board, Chief Executive Officer and Chief Financial Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
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101.INS ** |
XBRL Instance Document (Incorporated by reference to the exhibits filed as part of the report on Form 10-Q for the quarter ended June 30, 2014, filed on November 26, 2014). |
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101.SCH ** |
XBRL Taxonomy Extension Schema Document (Incorporated by reference to the exhibits filed as part of the report on Form 10-Q for the quarter ended June 30, 2014, filed on November 26, 2014). |
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101.CAL ** |
XBRL Taxonomy Extension Calculation Linkbase Document (Incorporated by reference to the exhibits filed as part of the report on Form 10-Q for the quarter ended June 30, 2014, filed on November 26, 2014). |
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101.DEF ** |
XBRL Taxonomy Extension Definition Linkbase Document (Incorporated by reference to the exhibits filed as part of the report on Form 10-Q for the quarter ended June 30, 2014, filed on November 26, 2014). |
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101.LAB ** |
XBRL Taxonomy Extension Label Linkbase Document (Incorporated by reference to the exhibits filed as part of the report on Form 10-Q for the quarter ended June 30, 2014, filed on November 26, 2014). |
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101.PRE ** |
XBRL Taxonomy Extension Presentation Linkbase Document (Incorporated by reference to the exhibits filed as part of the report on Form 10-Q for the quarter ended June 30, 2014, filed on November 26, 2014). |
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* Filed Herewith
** XBRL (Extensible Business Reporting Language) information previously furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.
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SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Blink Technologies, Inc. (Registrant) |
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Dated: December 11, 2014 |
By: |
/s/ Dean Miller |
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Dean Miller |
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Chief Executive Officer, Principal Financial Officer |
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