UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
Amendment #1
(Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the Fiscal Year Ended December 31, 2013 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from ________ to ________ |
TECHNOLOGY APPLICATIONS INTERNATIONAL CORPORATION
(Exact name of registrant as specified in its charter)
Florida | 0-53698 | 27-1116025 |
(State or other jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification Number)
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| 18851 N.E. 29th Avenue, Suite 700, Adventura, Florida, 33180 (Address of principal executive offices) |
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| (786) 787-0402 (Registrant’s Telephone Number) |
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| Copy of all Communications to: Law Office of Andrew Coldicutt 1220 Rosecrans Street, PMB 258 San Diego, CA 92106 Phone: 619-228-4970 Email: Info@ColdicuttLaw-com |
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Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [ ] No [X]
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes [ ] No [X]
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 [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 [X] No[ ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ]
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 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 | [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]
The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant as of June 30, 2013 was NIL based upon the price ($NIL) at which the common stock was last sold as of the last business day of the most recently completed second fiscal quarter, multiplied by the approximate number of shares of common stock held by persons other than executive officers, directors and five percent stockholders of the registrant without conceding that any such person is an “affiliate” of the registrant for purposes of the federal securities laws. Our common stock is not traded in the over-the-counter market and quoted on the Over-The-Counter Bulletin Board.
As of April 15, 2014, there were 118,291,043 shares of the registrant’s $0.001 par value common stock issued and outstanding.
Documents incorporated by reference: None
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EXPLANATORY NOTE
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This Amendment No. 1 (this "Amendment") to the Annual Report on Form 10-K of Technology Applications International Corporation (the "Company") for the year ended December 31, 2013, originally filed with the U.S. Securities and Exchange Commission (the "SEC") on April 15, 2014, (the "Original Filing"), is being filed solely to include the XBRL Exhibits.
Except as described above, this Amendment does not modify or update the disclosures presented in, or exhibits to, the Original Filing in any way. This Amendment speaks as of the date of the Original Filing and does not reflect events occurring after the filing of the Original Filing. Accordingly, this Amendment should be read in conjunction with the Original Filing, as well as any other filings made by the Company with the SEC pursuant to Section 13(a) or 15(d) of Securities Exchange Act of 1934, as amended, subsequent to the filing of the Original Filing.
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PART IV
ITEM 15. EXHIBITS.
(a) Exhibits
Exhibit |
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Number | Description of Exhibit |
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3.1 | Articles of Incorporation |
| Filed with the SEC on January 19, 2010 as part of the Company’s Registration of Securities on Form 10-12G. | |
3.1(a) | Restated Articles of Incorporation |
| Filed with the SEC on April 18, 2011 as part of the Company’s Current Report on Form 8-K. | |
3.2 | Bylaws |
| Filed with the SEC on January 19, 2010 as part of the Company’s Registration of Securities on Form 10-12G. | |
3.2(a) | Amended Bylaws |
| Filed with the SEC on April 18, 2011 as part of the Company’s Current Report on Form 8-K. | |
10.1 | Lease between Brickell Bay Tower Ltd., Inc. and Raj Ventures, Inc. dated October 18, 2010. |
| Filed with the SEC on March 28, 2010 as part of the Company’s Annual Report on Form 10-K. | |
10.2 | Share Purchase Agreement by and among Raj Ventures, Inc., Willowhuasca Wellness, Inc., and Raj Ventures Funding, Inc., dated April 12, 2010. |
| Filed with the SEC on April 12, 2010 as part of the Company’s Current Report on Form 8-K. | |
10.3 | Bill of Sale and Assignment between Raj Ventures, Inc., and High Voltage Environmental Applications, Inc., dated as of August 26, 2010. |
| Filed with the SEC on September 1, 2010 as part of the Company’s Current Report on Form 8-K. | |
10.4 | Promissory Note between the Company and Joe-Val, Inc., dated March 27, 2012. |
| Filed with the SEC on March 27, 2012 as part of the Company’s Current Report on Form 8-K. | |
10.5 | Promissory Note between the Company and Coast To Coast Equity Group, Inc., dated June 25, 2012. |
| Filed with the SEC on August 20, 2012 as part of the Company’s Quarterly Report on Form 10-Q. | |
10.6 | Convertible debenture between the Company and Shane Case, dated September 26, 2012. |
| Filed with the SEC on November 19, 2012 as part of the Company’s Quarterly Report on Form 10-Q. | |
10.7 | Distribution Agreement between Regenetech, Inc. and Renuéll Int’l, Inc., dated December 29, 2011 and Amended on December 13, 2012. |
| Filed with the SEC on January 17, 2013 as part of the Company’s S-1/A... | |
10.8 | Form of Subscription Agreement. |
| Filed with the SEC on November 29, 2012 as part of the Company’s S-1/A. | |
10.9 | Consulting Agreement between the Company and John Stickler. |
| Filed with the SEC on December, 27, 2012 as part of the Company’s S-1/A | |
10.10 | Co-License Agreement by and between Technology Applications International Corporation and the National Aeronautics and Space Administration, dated September 30, 2013. |
| Filed with the SEC on October 4, 2013, as part of our Current Report on Form 8-K. | |
16.1 | Letter from Lake of Associates CPA’s LLC, dated March 12, 2013. |
| Filed with the SEC on March 14, 2013 as part of the Company’s Current Report on Form 8-K. | |
21.1 | List of Subsidiaries |
| Filed with the SEC on April 16, 2012 as part of the Company’s Annual Report on Form 10-K. | |
31.1 | Certification of Principal Executive Officer Pursuant to Rule 13a-14 |
| Filed herewith. | |
31.2 | Certification of Principal Financial Officer Pursuant to Rule 13a-14 |
| Filed herewith. | |
32.1 | Certification of CEO and CFO Pursuant to Section 906 of the Sarbanes-Oxley Act |
| Filed herewith. | |
101.INS* | XBRL Instance Document |
| Furnished herewith. | |
101.SCH* | XBRL Taxonomy Extension Schema Document |
| Furnished herewith. | |
101.CAL* | XBRL Taxonomy Extension Calculation Linkbase Document |
| Furnished herewith. | |
101.LAB* | XBRL Taxonomy Extension Labels Linkbase Document |
| Furnished herewith. | |
101.PRE* | XBRL Taxonomy Extension Presentation Linkbase Document |
| Furnished herewith. | |
101.DEF* | XBRL Taxonomy Extension Definition Linkbase Document |
| Furnished herewith. | |
*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. | ||||
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Company caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
TECHNOLOGY APPLICATIONS INTERNATIONAL CORPORATION
Dated: April 24, 2014 /s/ Charles J. Scimeca By: Charles J. Scimeca Its: President, Principal Executive Officer & Principal Financial Officer (Principal Accounting Officer) |
Pursuant to the requirement of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Company and in the capacities and on the dates indicated:
Dated: April 24, 2014 /s/ Charles J. Scimeca Charles J. Scimeca – Director Dated: April 24, 2014 /s/ John Stickler John Stickler – Director |
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