UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
Amendment No. 1
| (Mark One) |
| | |
| þ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended: September 30, 2011
| ¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from _____________ to _____________
Commission File No. 000-53501
DERYCZ SCIENTIFIC, INC.
(Exact name of registrant as specified in its charter)
| Nevada | 11-3797644 |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
| | |
| 1524 Cloverfield Blvd., Suite E, Santa Monica, California | 90404 |
| (Address of principal executive offices) | (Zip Code) |
(310) 477-0354
(Registrant’s telephone number, including area code)
(Former name, former address and former fiscal year, if changed since last report)
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 þ 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 þ 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 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 ¨ (Do not check if a smaller reporting company) | Smaller reporting company þ |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No þ
Indicate the number of shares outstanding of each of the issuer’s classes of common stock as of the latest practicable date: As of November 11, 2011, there were 17,069,437 shares of common stock outstanding.
Explanatory Note
The purpose of this amendment on Form 10-Q/A to Derycz Scientific, Inc.’s quarterly report on Form 10-Q for the period ended September 30, 2011, filed with the Securities and Exchange Commission on November 14, 2011 (“Form 10-Q”), is solely to furnish Exhibit 101 to the Form 10-Q, as required by Rule 405 of Regulation S-T.
No other changes have been made to the Form 10-Q. This Form 10-Q/A speaks as of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the Form 10-Q.
Pursuant to Rule 406T of Regulation S-T, the interactive data files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of section 18 of the Securities and Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.
EXHIBIT INDEX
Exhibit Number | | Description |
| 2.1 | | Share Exchange Agreement between Derycz and Reprints Desk dated November 13, 2006 (1) |
| 2.2 | | English translation of Purchase Agreement executed by Derycz Scientific, Inc. (2) |
| 2.3 | | English translation of Amendment to Purchase Agreement executed by Derycz Scientific, Inc. (2) |
| 3.1 | | Articles of Incorporation (1) |
| 3.2 | | Bylaws (1) |
| 4.1 | | Form of Warrant (1) |
| 4.2 | | Form of Common Stock Purchase Warrant dated October 29, 2010 (exercise price of $1.25) (3) |
| 4.3 | | Form of Common Stock Purchase Warrant dated October 29, 2010 (exercise price of $1.75) (3) |
| 4.4 | | Form of Common Stock Purchase Warrant dated November 5, 2010 (4) |
| 4.5 | | Form of Common Stock Purchase Warrant dated November 17, 2010 (5) |
| 4.6 | | Form of Common Stock Purchase Warrant dated December 21, 2010 (exercise price of $1.75) (6) |
| 4.7 | | Form of Common Stock Purchase Warrant dated December 21, 2010 (exercise price of $2.25) (6) |
| 4.8 | | Form of Common Stock Purchase Warrant dated February 15, 2011 (7) |
| 10.1 | | Amendment to Loan and Security Agreement with Silicon Valley Bank dated October 31, 2011* |
| 31.1 | | Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer * |
| 31.2 | | Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer * |
| 32.1 | | Section 1350 Certification of Chief Executive Officer * |
| 32.2 | | Section 1350 Certification of Chief Financial Officer * |
| 101.INS | | XBRL Instance Document ** |
| 101.SCH | | XBRL Taxonomy Extension Schema ** |
| 101.CAL | | XBRL Taxonomy Extension Calculation Linkbase ** |
| 101.DEF | | XBRL Taxonomy Extension Definition Linkbase** |
| 101.LAB | | XBRL Taxonomy Extension Label Linkbase ** |
| 101.PRE | | XBRL Taxonomy Extension Presentation Linkbase ** |
| | * | Filed with our Form 10-Q as filed on November 14, 2011. |
| | ** | Furnished with this Form 10-Q/A. |
| | (1) | Incorporated by reference to the filing of such exhibit with the registrant’s Registration Statement on Form SB-2 filed on December 28, 2007. |
| | (2) | Incorporated by reference to the filing of such exhibit with the registrant’s Current Report on Form 8-K filed on April 4, 2011. |
| | (3) | Incorporated by reference to the filing of such exhibit with the registrant’s Current Report on Form 8-K filed on November 12, 2010. |
| | (4) | Incorporated by reference to the filing of such exhibit with the registrant’s Current Report on Form 8-K filed on November 12, 2010. |
| | (5) | Incorporated by reference to the filing of such exhibit with the registrant’s Current Report on Form 8-K filed on November 19, 2010. |
| | (6) | Incorporated by reference to the filing of such exhibit with the registrant’s Current Report on Form 8-K/A filed on January 10, 2011. |
| | (7) | Incorporated by reference to the filing of such exhibit with the registrant’s Current Report on Form 8-K filed on February 16, 2011. |
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.
| | DERYCZ SCIENTIFIC, INC. |
| | |
| | By: | /s/ Peter Derycz |
| | | |
| | | Peter Derycz |
| Date: December 9, 2011 | | Chief Executive Officer |
| |
| | By: | /s/ Alan Urban |
| | | |
| | | Alan Urban |
| Date: December 9, 2011 | | Chief Financial Officer |
