U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q/A
Amendment No. 1
Mark One
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2015
☐ 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. 000-54665
WESTERN GRAPHITE INC.
(Exact name of registrant as specified in its charter)
| Nevada | 1000 | 20-8055672 | ||
| (State or Other Jurisdiction of Formation or Organization) | (Primary Standard Industrial Classification Number) | (IRS Employer Identification Number) |
1045 East Washington Street
Monticello, FL 32344
850-270-2808
(Address and telephone number of principal executive offices)
Prepared By:
Sunny J. Barkats, Esq.
JS Barkats, PLLC
18 East 41st Street, 14th Floor
New York, NY 10017
P: (646) 502-7001
F: (646) 607-5544
www.JSBarkats.com
Indicate by checkmark whether the issuer: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 ☒ 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 ☐
Indicate by check mark whether the registrant is a large accelerated filed, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer, "accelerated filer," "non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☒
Indicate by checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes ☐ No ☒
Applicable Only to Issuer Involved in Bankruptcy Proceedings During the Preceding Five Years:N/A
Indicate by checkmark whether the issuer has filed all documents and reports required to be filed by Section 12, 13 and 15(d) of the Securities Exchange Act of 1934 after the distribution of securities under a plan confirmed by a court.Yes ☐ No ☒
Applicable Only to Corporate Registrants:
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the most practicable date: 172,025,238 shares as of May 12, 2015.
Explanatory Note
The purpose of this Amendment No 1 to Western Graphite Inc.'s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2015 is to amend the cover page to disclose that the registrant has filed all of its reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, for the prior 12 months and has submitted electronically and posted on its corporate web site all of its Interactive Data Files required to be filed during the past 12 months.
Pursuant to Rule 12b-15 under the Securities Exchange Act of 1934, as amended, this Form 10-Q/A includes new certifications by our principal executive officer and principal financial officer under Sections 302 and 904 of the Sarbanes-Oxley Act of 2002. Except for the items noted above, no other information included in the registrant's original Form 10-Q is being amended by this Form 10-Q/A.
ITEM 6. EXHIBITS
The following exhibits are included with this quarterly filing:
| Exhibit No. | Description | |
| 31.1 | Sec. 302 Certification of Principal Executive Officer* | |
| 31.2 | Sec. 302 Certification of Principal Financial Officer* | |
| 32.1 | Sec. 906 Certification of Principal Executive Officer* | |
| 32.2 | Sec. 302 Certification of Principal Financial Officer* |
* filed herewith
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.
| Western Graphite Inc. | ||
| Dated: May 15, 2015 | By: | /s/ Jennifer Andersen |
| Jennifer Andersen, Chief Executive Officer | ||
| (Principal Executive Officer) | ||
| By: | /s/ Mark Corrao | |
| Mark Corrao, Chief Financial Officer | ||
| (Principal Financial and Accounting Officer) | ||