UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q/A
Amendment No. 1
X.QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended April 30, 2016
.TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number: 333-186706
Bigfoot Project Investments Inc.
(Exact name of registrant as specified in its charter)
Nevada |
| 45-3942184 |
(State or other jurisdiction of incorporation or organization) |
| (I.R.S. Employer Identification No.) |
570 El Camino Real NR-150, Redwood City, CA |
| 94063 |
(Address of principal executive offices) |
| (Zip Code) |
(415) 518-8494
(Registrant’s telephone number, including area code)
Southwest Business Services, LLC |
701 N Green Valley Pkwy |
Henderson, NV 89074 |
(702) 990-3320 |
(Name, address and telephone number for agent for service) |
Indicate by check mark whether the issuer (1) 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 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 Ruble 12b-2 of the Exchange Act.
Large accelerated filer . | Accelerated filer . |
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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 number of shares of Common Stock, $0.001 par value, outstanding on June 13, 2016 was 208,717,000 shares.
EXPLANATORY NOTE
The purpose of this Amendment No. 1 on Form 10–Q/A to Bigfoot Project Investments Inc.’s quarterly report on Form 10–Q for the period ended April 30, 2016, filed with the Securities and Exchange Commission on June 14, 2016 (the “Form 10–Q”), is solely to furnish Exhibit 101 to the Form 10–Q in accordance with Rule 405 of Regulation S–T.
No other changes have been made to the Form 10–Q. This Amendment No. 1 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 original Form 10–Q.
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PART II—OTHER INFORMATION
Item 6. Exhibits.
Exhibit No. |
| Description |
| Filing Date. |
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3.1 |
| Articles of Incorporation of Bigfoot Project Investments Inc. |
| Filed with the SEC on February 15, 2013, as part of our Registration statement on Form S-1. |
3.2 |
| Bylaws of Bigfoot Project Investments Inc. |
| Filed with the SEC on February 15, 2013, as part of our Registration statement on Form S-1. |
10.1 |
| BFP Promissory Note |
| Filed with the SEC on December 31, 2013, as part of our Registration statement on Form S-1/A. |
10.2 |
| Contract Bosco Group |
| Filed with the SEC on December 31, 2013, as part of our Registration statement on Form S-1/A. |
10.3 |
| Acquisition Asset List |
| Filed with the SEC on December 31, 2013, as part of our Registration statement on Form S-1/A. |
16.1 |
| Letter from Sam Kan & Company |
| Filed with the SEC on March 11, 2014 as part of our Current Report on Form 8-K. |
16.2 |
| Letter from KLJ & Associates, LLP |
| Filed with the SEC on June 17, 2015 as part of our Current Report on Form 8-K. |
31.1 |
| Certification of Principal Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| Filed with the SEC on June 14, 2016 as part of our Form 10-Q Quarterly Report for the period ended April 30, 2016. |
31.2 |
| Certification of Principal Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| Filed with the SEC on June 14, 2016 as part of our Form 10-Q Quarterly Report for the period ended April 30, 2016. |
32.1 |
| Certifications of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
| Filed with the SEC on June 14, 2016 as part of our Form 10-Q Quarterly Report for the period ended April 30, 2016. |
32.2 |
| Certifications of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
| Filed with the SEC on June 14, 2016 as part of our Form 10-Q Quarterly Report for the period ended April 30, 2016. |
101.INS* |
| XBRL Instance Document |
| Furnished Herewith. |
101.SCH* |
| XBRL Taxonomy Extension Schema |
| Furnished Herewith. |
101.CAL* |
| XBRL Taxonomy Extension Calculation Linkbase |
| Furnished Herewith. |
101.DEF* |
| XBRL Taxonomy Extension Definition Linkbase |
| Furnished Herewith. |
101.LAB* |
| XBRL Taxonomy Extension Label Linkbase |
| Furnished Herewith. |
101.PRE* |
| XBRL Taxonomy Extension Presentation Linkbase |
| Furnished Herewith. |
*Pursuant to Regulation S-T, this interactive data file is deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, and otherwise is not subject to liability under these sections.
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SIGNATURE
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.
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| BIGFOOT PROJECT INVESTMENTS INC. | |
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Date: June 20, 2016 |
| By: | /s/ Tom Biscardi |
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| Tom Biscardi |
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| Chief Executive Officer |
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| (Principal Executive Officer and duly authorized signatory) |
In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the Company in the capacities indicated, on June 20, 2016
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Signature |
| Title |
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/s/ Tom Biscardi |
| Director |
Tom Biscardi |
| Chief Executive Officer |
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/s/ Dennis Kazubowski |
| Director |
Dennis Kazubowski |
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/s/ Sara Reynolds |
| Director, CFO |
Sara Reynolds |
| Secretary, Treasurer |
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/s/ Tom Biscardi |
| Director |
C. Thomas Biscardi |
| President |
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