UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A-1
[ X ] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the period ended October 31, 2012
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
EXCHANGE ACT
For the transition period from to
Commission file number 1-17378
ARROGENE, INC.
(Exact Name of Small Business Issuer as Specified in its Charter)
Delaware | 20-8057585 |
(State or other jurisdiction | I.R.S. Employer |
of incorporation or organization) | Identification number |
2500 Broadway, Bldg. F, Suite F-125
Santa Monica, CA 90404
(Address of Principal Executive Offices)
Issuer's telephone number: (310) 359-1680
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Former name, former address, and former fiscal year, if changed since last report |
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Check whether the Issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the last 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 is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of “large accelerated filer”, “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 ].
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 (§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 [ ]
As of January 28, 2013, there were 21,220,860 shares of common stock, par value $.0001, outstanding.
EXPLANATORY NOTE
This Amendment No. 1 (this “Amendment”) to the Annual Report on Form 10-K for the period ended October 31, 2012 (the “Form 10-K”) of Arrogene, Inc. is being filed for the purpose of furnishing Exhibit 101 to the Form 10-K in accordance with Rule 405 of Regulation S-T. Exhibit 101 to this report provides the consolidated financial statements and related notes from the Form 10-K formatted in eXtensible Business Reporting Language (“XBRL”).
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 Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.
No attempt has been made in this Amendment to modify or update the other disclosures presented in the Form 10-K. This Amendment does not reflect events occurring after the filing of the Form 10-K (i.e., occurring after January 29, 2013) or modify or update those disclosures that may be affected by subsequent events. Such subsequent matters are addressed in subsequent reports filed by the registrant with the SEC. Accordingly, this Amendment should be read in conjunction with the Form 10-K and the registrant’s other filings with the SEC.
Item 6.
Exhibits
Certification
Certification pursuant to 18 U.S.C. Section 1350
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Amendment No. 1 to its Annual Report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized.
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| Arrogene, Inc. | ||||
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Date: | February 4, 2013 |
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| By: | /s/ Maurizio Vecchione | |
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| Maurizio Vecchione, Principal Executive Officer | |||
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Date: | February 4, 2013 |
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| By: | /s/ Jeffrey S. Sperber | |
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| Jeffrey S. Sperber, Principal Financial and |
INDEX TO EXHIBITS
Certification
Certification pursuant to 18 U.S.C. Section 1350
101.INS |
| XBRL Instance |
101.SCH |
| XBRL Taxonomy Extension Schema |
101.CAL |
| XBRL Taxonomy Extension Calculation |
101.DEF |
| XBRL Taxonomy Extension Definition |
101.LAB |
| XBRL Taxonomy Extension Labels |
101.PRE |
| XBRL Taxonomy Extension Presentation |