UNITED STATES
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 July 31, 2014
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________
COMMISSION FILE NUMBER: 333-192939
POCKET GAMES, INC.
(Name of Registrant as specified in its charter)
FLORIDA |
| 46-3813936 |
(State or other jurisdiction of incorporation of organization) |
| (I.R.S. Employer Identification No.) |
909 Plainview Ave.,
Far Rockaway, New York 11691
(Address of principal executive office)
(347) 318-8859
(Registrant’s telephone number)
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 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. (Check one):
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]
Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: 15,540,000 shares of common stock are issued and outstanding as of September 17, 2014.
EXPLANATORY NOTE
Pocket Games, Inc. is filing this Amendment No. 1 to its Quarterly Report on Form 10-Q (“Form 10-Q”) for the quarter ended July 31, 2014, filed with the Securities & Exchange Commission on September 22, 2014, to include omitted exhibits to ITEM 6. Except as set forth above, the Original Filing has not been amended, updated or otherwise modified.
ITEM 6. EXHIBITS.
Exhibit No. | Description |
3.1 | Articles of Incorporation (incorporated by reference to Exhibit 3.1 of the Form S-1 filed with the Securities and Exchange Commission by Pocket Games, Inc. on December 18, 2013) |
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3.2 | Bylaws (incorporated by reference to Exhibit 3.1 of the Form S-1 filed with the Securities and Exchange Commission by Pocket Games, Inc. on December 18, 2013) |
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3.3* | Amended Articles of Incorporation dated April 25, 2014 |
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4.1 | Form of Subscription Agreement (incorporated by reference to Exhibit 4.1 of the Form S-1 filed with the Securities and Exchange Commission by Pocket Games, Inc. on December 18, 2013) |
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10.1 | Executive Employment Agreement with David Lovatt (incorporated by reference to Exhibit 10.1 of the Form S-1 filed with the Securities and Exchange Commission by Pocket Games, Inc. on December 18, 2013) |
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10.2 | Executive Employment Agreement with Elliott Polatoff (incorporated by reference to Exhibit 10.2 of the Form S-1 filed with the Securities and Exchange Commission by Pocket Games, Inc. on December 18, 2013) |
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10.3 | Consulting Agreement with Yaakov Sean Fulda (incorporated by reference to Exhibit 10.3 of the Form S-1 filed with the Securities and Exchange Commission by Pocket Games, Inc. on December 18, 2013) |
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10.4 | SH3G IOS/Android Milestone Schedule with DNA Interactive Games Limited (incorporated by reference to Exhibit 10.4 of the Form S-1/A filed with the Securities and Exchange Commission by Pocket Games, Inc. on January 15, 2014) |
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10.5 | Rental Agreement with Yaakov Fulda (incorporated by reference to Exhibit 10.6 of the Form S-1/A filed with the Securities and Exchange Commission by Pocket Games, Inc. on January 15, 2014) |
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10.6 | Memorandum of Deliverables by Fluid Games (incorporated by reference to Exhibit 10.6 of the Form S-1/A filed with the Securities and Exchange Commission by Pocket Games, Inc. on February 21, 2014) |
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10.7 | Intellectual Property Purchase Agreement (incorporated by reference to Exhibit 10.7 of the Form S-1/A filed with the Securities and Exchange Commission by Pocket Games, Inc. on March 27, 2014) |
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10.8* | DTC Advisory Services Agreement with Vstock Transfer, LLC dated May 8, 2014 |
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10.9* | Promissory Note with Elliot Polatoff dated May 7, 2014 |
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10.10* | Amendment to Promissory Note with Elliot Polatoff dated June 24, 2014 |
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31.1 | Certification of David Lovatt, CEO and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act |
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32.1 | Certification of David Lovatt, CEO and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act |
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101.INS | XBRL Instance Document |
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101.SCH | XBRL Schema Document |
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101.CAL | XBRL Calculation Linkbase Document |
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101.DEF | XBRL Definition Linkbase Document |
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101.LAB | XBRL Labels Linkbase Document |
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101.PRE* | XBRL Presentation Linkbase Document |
* Filed herewith
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.
| POCKET GAMES, INC. | |
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Date: September 23, 2014 | By: | /s/ David Lovatt David Lovatt Chief Executive Officer (Principal Executive Officer) |
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Date: September 23, 2014 | By: | /s/ David Lovatt David Lovatt Chief Financial Officer and Principal Accounting Officer |
