UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Form 10-Q/A
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| ý | QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2013
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| ¨ | 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 001-35647
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LIFEVANTAGE CORPORATION
(Exact name of Registrant as specified in its charter)
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| COLORADO | | 90-0224471 |
(State or other jurisdiction of incorporation or organization) | | (IRS Employer Identification No.) |
9815 S. Monroe Street, Ste 100, Sandy, UT 84070
(Address of principal executive offices)
(801) 432-9000
(Registrant’s telephone number)
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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 ý 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 ý 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.
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| Large accelerated filer | ¨ | Accelerated filer | ý |
| Non-accelerated filer | ¨ (Do not check if a smaller reporting company) | Smaller reporting company | ¨ |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No ý
The number of shares outstanding of the issuer’s common stock, par value $0.001 per share, as of May 1, 2013 was 113,524,045.
Explanatory Note
This amendment (Form 10-Q/A) is being provided for the sole purpose of furnishing complete Exhibits 10.1 and 10.2, originally filed with our Form 10-Q for the period ended March 31, 2013. As a result of a technical error, portions of Exhibits 10.1 and 10.2 furnished with the Form 10-Q as originally filed were erroneously omitted.
No other changes have been made to the Form 10-Q. This Form 10-Q/A does not reflect events that may have occurred subsequent to the original filing date of the Form 10-Q, and does not modify or update any related disclosures made in the Form 10-Q.
Item 6. Exhibits
See the exhibit index immediately following the signature page of this report.
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.
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| | LIFEVANTAGE CORPORATION |
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| Date: May 24, 2013 | /s/ Douglas C. Robinson |
| | Douglas C. Robinson President and Chief Executive Officer (Principal Executive Officer) |
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| Date: May 24, 2013 | /s/ David S. Colbert |
| | David S. Colbert Chief Financial Officer (Principal Financial Officer) |
Exhibit Index
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| Exhibit | Description |
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| 10.1# | Software Service Agreement with JIA, Inc. dated September 28, 2012 |
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| 10.2# | Software License Agreement with JIA, Inc. dated September 28, 2012 |
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| 31.1 | Certification of principal executive officer pursuant to Rule 13a-14(a)/15d-14(a) |
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| 31.2 | Certification of principal financial officer pursuant to Rule 13a-14(a)/15d-14(a) |
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| 32.1* | Certification of principal executive officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
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| 32.2* | Certification of principal financial officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
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| 101* | The following financial information from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2013 formatted in XBRL (extensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets at March 31, 2013 and June 30, 2012; (ii) Unaudited Condensed Consolidated Statements of Operations and Other Comprehensive Income for the three and nine month periods ended March 31, 2013 and 2012; (iii) Unaudited Condensed Consolidated Statement of Stockholders’ Deficit for the nine months ended March 31, 2013; (iv) Unaudited Condensed Consolidated Statements of Cash Flows for the nine month periods ended March 31, 2013 and 2012; and (v) Notes to Unaudited Condensed Consolidated Financial Statements, tagged as blocks of text.
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| | # | The Company has requested confidential treatment for portions of this agreement. Accordingly, certain portions of this agreement have been omitted in the version filed with this report and such confidential portions have been filed with the Securities and Exchange Commission.
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| | * | Filed as an exhibit to the Company’s Form 10-Q for the fiscal period ended March 31, 2013, filed with the Securities and Exchange Commission on May 9, 2013. | |
