UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q/A
(Amendment No. 1)
(Mark One)
| x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2012
Or
| ¨ | 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: 000-19001
VAPOR CORP.
(Exact name of Registrant as specified in its charter)
| Nevada | 84-1070932 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
| 3001 Griffin Road | ||
| Dania Beach, FL | 33312 | |
| (Address of principal executive offices) | (Zip Code) | |
Registrant’s telephone number, including area code: 888-766-5351
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. x Yes ¨ 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). x 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 | ¨ | 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 x No
As of August 13, 2012, there were 60,185,344 shares of the registrant’s common stock, par value $0.001 per share, outstanding.
Explanatory Note
The sole purpose of this Amendment No. 1 to the Registrant’s Quarterly Report on Form 10–Q for the quarterly period ended June 30, 2012, originally filed with the Securities and Exchange Commission on August 13, 2012 (the “Form 10–Q”), is to furnish Exhibit 101 to the Form 10–Q 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-Q formatted in XBRL (eXtensible Business Reporting Language).
Under Rule 405(a)(2)(ii) of Regulation S-T, this Exhibit 101 is permitted to be furnished by amendment within 30 days of the original filing date of the Form 10-Q.
No other changes have been made to the Form 10–Q. This Amendment No. 1 to the Form 10-Q 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. 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 Act of 1934, as amended, and otherwise are not subject to liability under those sections.
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| Item 6. | Exhibits. |
The documents set forth below are filed herewith or incorporated by reference as indicated.
Exhibit No. | Description | |
| 10.1 | Form of Convertible Note (1) | |
| 10.2 | Form of Warrant (1) | |
| 10.3 | Form of Senior Note (2) | |
| 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 Certifications of Chief Executive Officer. | |
| 32.2 * | Section 1350 Certifications of Chief Financial Officer. | |
| 101.INS ** | XBRL Instance Document | |
| 101.DEF ** | XBRLDefinition Linkbase Document | |
| 101.CAL ** | XBRL Extension Calculation Linkbase Document | |
| 101.LAB ** | XBRL Extension Label Linkbase Document | |
| 101.PRE ** | XBRL Presentation Linkbase Document | |
| 101.SCH ** | XBRL Extension Schema Document | |
| (1) | Incorporated by reference from the Company’s Current Report on Form 8-K dated June 19, 2012. |
| (2) | Incorporated by reference from the Company’s Current Report on Form 8-K dated July 9, 2012. |
| * | Previously filed on August 13, 2012 as an exhibit to the Registrant’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2012. |
| ** | Furnished herewith. XBRL information is furnished and filed for purposes of Sections 11 and 12 of the Securities Act of 1933 |
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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.
| VAPOR CORP. | ||||||
Date: August 22, 2012 | By: | /s/ Kevin Frija | ||||
| Kevin Frija | ||||||
| President and Chief Executive Officer | ||||||
Date: August 22, 2012 | By: | /s/ Harlan Press | ||||
| Harlan Press | ||||||
| Chief Financial Officer | ||||||
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