UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 1
TO THE
FORM 10-Q
þ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the Quarterly Period ended March 31, 2013 |
OR
¨ | TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For The Transition Period From __________________ to __________________________ |
|
Commission file number: 000-54877 |
Bright Mountain Holdings, Inc.
(Name of registrant as specified in its charter)
Florida | 27-2977890 |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
6400 Congress Avenue, Suite 2250, Boca Raton, Florida | 33487 |
(Address of principal executive offices) | (Zip Code) |
561-998-2440 |
(Registrant's telephone number, including area code) |
Not Applicable |
(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.
¨ Yesþ No
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
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 | o | Accelerated filer | o |
Non-accelerated filer | o | 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)
o Yesþ No
As of May 10, 2013 the issuer had 15,800,000 shares of its common stock issued and outstanding.
EXPLANATORY NOTE
The purpose of this Amendment No. 1 to our Quarterly Report on Form 10-Q for the period ended March 31, 2013 (the “Form 10-Q”), originally filed with the Securities and Exchange Commission on May 14, 2013, is to furnish Exhibit 101 to the Form 10-Q within the 30 day grace period provided for the initial submission of interactive data files, 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.
1
ITEM 6.
EXHIBITS.
No. |
| Description |
10.13 |
| Consulting Agreement dated March 1, 2013 by and between Bright Mountain Holdings, Inc. and First Market, LLC * |
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 and 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 ** |
———————
*
previously filed with the Quarterly Report on Form 10-Q for the period ended March 31, 2013 as filed on May 14, 2013.
**
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.
2
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.
| BRIGHT MOUNTAIN HOLDINGS, INC. | |
|
| |
May 24, 2013 | By: | /s/ W. Kip Speyer |
|
| W. Kip Speyer, Chief Executive Officer |
|
|
|
May 24, 2013 | By: | /s/ Gregory J. Stepic |
|
| Gregory J. Stepic, Chief Financial Officer |
3
EXHIBIT INDEX
No. |
| Description |
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 |