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 January 31, 2013
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: 001-15331
CROSSROADS SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
| DELAWARE | 74-2846643 |
| (State or other jurisdiction of | (I.R.S. Employer Identification No.) |
| incorporation or organization) |
| 11000 NORTH MOPAC EXPRESSWAY | |
| AUSTIN, TEXAS | 78759 |
| (Address of principal executive offices) | (Zip code) |
(512) 349-0300
(Registrant's telephone number, including area code)
Indicate by check mark whether 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.x Yes¨ 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).xYes¨No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
| ¨ Large Accelerated Filer | ¨ Accelerated Filer | ¨ Non-Accelerated Filer | x Smaller Reporting Company |
| (Do not check if a smaller reporting company) | |||
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.)
¨ Yesx No
As of March 15, 2013 Registrant had outstanding 11,827,958shares of common stock, par value $0.001 per share.
EXPLANATORY NOTE
This Amendment No. 1 to Form 10-Q for the quarterly period ended January 31, 2013 is being filed solely to include Exhibits 10.1, 10.2, 10.3 and 10.4, which were unintentionally omitted from the original filing. This amendment does not otherwise change or update the disclosures set forth in the Form 10-Q as originally filed and does not otherwise reflect events occurring after the original filing of the Form 10-Q.
ITEM 6. EXHIBITS.
| Exhibit No. | Description | ||
| 10.1** | Promissory Note, dated February 28, 2013, by Crossroads Systems, Inc. in favor of ACT Capital Partners, LP | ||
| 10.2** | Subordination Agreement, dated February 28, 2013, by and between ACT Capital Partners, LP and Silicon Valley Bank and approved by Crossroads Systems (Texas), Inc. | ||
| 10.3** | Promissory Note, dated February 28, 2013, by Crossroads Systems, Inc. in favor of James E. Besser | ||
| 10.4** | Subordination Agreement, dated February 28, 2013, by and between James E. Besser and Silicon Valley Bank and approved by Crossroads Systems (Texas), Inc. | ||
| 31.1** | Certification of Principal Executive Officer Required Under Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended | ||
| 31.2** | Certification of Principal Financial Officer Required Under Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended | ||
| 32.1 | Certification of Principal Executive Officer Required Under Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. §1350. | ||
| 32.2 | Certification of Principal Financial Officer Required Under Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. §1350 | ||
| 101.INS* | XBRL Instance Document | ||
| 101.SCH* | XBRL Taxonomy Schema Linkbase Document | ||
| 101.CAL* | XBRL Taxonomy Calculation Linkbase Document | ||
| 101.DEF* | XBRL Taxonomy Definition Linkbase Document | ||
| 101.LAB* | XBRL Taxonomy Labels Linkbase Document | ||
| 101.PRE* | XBRL Taxonomy Presentation Linkbase Document | ||
| * | In accordance with Rule 406T of Regulation S-T, the information in these exhibits is furnished and deemed not filed or part of a registration statement or prospectus for purposes of sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of section 18 of the Exchange Act of 1934, and otherwise is not subject to liability under these sections. |
| ** | Filed herewith. |
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.
| CROSSROADS SYSTEMS, INC. | ||
| March 22, 2013 | /s/ Robert C. Sims | |
| (Date) | Robert C. Sims | |
| President and Chief Executive Officer | ||
| (Principal Executive Officer) | ||
| March 22, 2013 | /s/ Jennifer Crane | |
| (Date) | Jennifer Crane | |
| Chief Financial Officer | ||
| (Principal Accounting Officer) |
EXHIBIT INDEX
| Exhibit No. | Description | |
| 10.1** | Promissory Note, dated February 28, 2013, by Crossroads Systems, Inc. in favor of ACT Capital Partners, LP | |
| 10.2** | Subordination Agreement, dated February 28, 2013, by and between ACT Capital Partners, LP and Silicon Valley Bank and approved by Crossroads Systems (Texas), Inc. | |
| 10.3** | Promissory Note, dated February 28, 2013, by Crossroads Systems, Inc. in favor of James E. Besser | |
| 10.4** | Subordination Agreement, dated February 28, 2013, by and between James E. Besser and Silicon Valley Bank and approved by Crossroads Systems (Texas), Inc. | |
| 31.1** | Certification of Principal Executive Officer Required Under Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended | |
| 31.2** | Certification of Principal Financial Officer Required Under Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended | |
| 32.1 | Certification of Principal Executive Officer Required Under Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. §1350. | |
| 32.2 | Certification of Principal Financial Officer Required Under Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. §1350 | |
| 101.INS* | XBRL Instance Document | |
| 101.SCH* | XBRL Taxonomy Schema Linkbase Document | |
| 101.CAL* | XBRL Taxonomy Calculation Linkbase Document | |
| 101.DEF* | XBRL Taxonomy Definition Linkbase Document | |
| 101.LAB* | XBRL Taxonomy Labels Linkbase Document | |
| 101.PRE* | XBRL Taxonomy Presentation Linkbase Document |
| * | In accordance with Rule 406T of Regulation S-T, the information in these exhibits is furnished and deemed not filed or part of a registration statement or prospectus for purposes of sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of section 18 of the Exchange Act of 1934, and otherwise is not subject to liability under these sections. |
| ** | Filed herewith. |
