U.S. Securities and Exchange Commission
Washington, DC 20549
FORM 10-Q/A
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED
June 30, 2018
☐ 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 000-27019
Investview, Inc.
(Exact name of registrant as specified in its charter)
| Nevada | | 87-0369205 |
| (State or other jurisdiction of incorporation) | | (I.R.S. Employer Identification No.) |
12 South 400 West
Salt Lake City, Utah 84101
(Address of principal executive offices)
Issuer’s telephone number: 888-778-5372
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.
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).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer ☐ | Accelerated filer ☐ |
| Non-accelerated filer ☐ | Smaller reporting company ☒ |
| Emerging growth company ☐ | |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. As of August 10, 2018, there were 2,219,661,318 shares of common stock, $0.001 par value, outstanding.
EXPLANATORY NOTE
This report has been revised to file Exhibit 10.37, Product Contribution Agreement between Investview, Inc. and WestMyn Technology Services, Inc., entered May 1, 2018, and Exhibit 10.38,Capital Crypto Mining Agreement between InvestView, Inc., and WestMyn Technology Services, Inc., entered May 1, 2018, which were inadvertently omitted from the original filing. The exhibit table in Item 6, Exhibits, has also been corrected to delete Exhibit 10.39, which was mistakenly included.
This amendment speaks as to the original filing date and does not reflect events that may have occurred subsequent to the original filing date.
PART II OTHER INFORMATION
ITEM 6 – EXHIBITS
The following exhibits are filed as a part of this report:
Exhibit Number* | | Title of Document | | Location |
| | | | | |
| Item 3 | | Articles of Incorporation and Bylaws | | |
| | Certificate of Amendment to Articles of Incorporation | | Incorporated by reference to the Definitive Information Statement filed December 20, 2017 |
| | | | | |
| Item 10 | | Material Contracts | | |
| | Purchase Agreement between United Marketing, LLC and Investview, Inc., entered July 20th, 2018 | | Incorporated by reference from current report on Form 8-K filed July 25, 2018 |
| | | | | |
| | Product Contribution Agreement between Investview, Inc. and WestMyn Technology Services, Inc., entered May 1, 2018 | | This filing. |
| | | | | |
| | Capital Crypto Mining Agreement between InvestView, Inc., and WestMyn Technology Services, Inc., entered May 1, 2018 | | This filing. |
| | | | | |
| Item 31 | | Rule 13a-14(a)/15d-14(a) Certifications | | |
| | Certification of Principal Executive Officer Pursuant to Rule 13a-14 | | This filing. |
| | | | | |
| | Certification of Principal Financial Officer Pursuant to Rule 13a-14 | | This filing. |
| | | | | |
| Item 32 | | Section 1350 Certifications | | |
| 32.01 | | Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | | Incorporated by reference from quarterly report on Form 10-Q for the quarter ended June 30, 2018, filed August 14, 2018
|
| | | | | |
| 32.02 | | Certification of Acting Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | | Incorporated by reference from quarterly report on Form 10-Q for the quarter ended June 30, 2018, filed August 14, 2018
|
| | | | | |
| Item 101*** | | Interactive Data File | | |
| 101.INS | | XBRL Instance Document | | Incorporated by reference from quarterly report on Form 10-Q for the quarter ended June 30, 2018, filed August 14, 2018
|
| | | | | |
| 101.SCH | | XBRL Taxonomy Extension Schema | | Incorporated by reference from quarterly report on Form 10-Q for the quarter ended June 30, 2018, filed August 14, 2018
|
| | | | | |
| 101.CAL | | XBRL Taxonomy Extension Calculation Linkbase | | Incorporated by reference from quarterly report on Form 10-Q for the quarter ended June 30, 2018, filed August 14, 2018
|
| | | | | |
| 101.DEF | | XBRL Taxonomy Extension Definition Linkbase | | Incorporated by reference from quarterly report on Form 10-Q for the quarter ended June 30, 2018, filed August 14, 2018
|
| | | | | |
| 101.LAB | | XBRL Taxonomy Extension Label Linkbase | | Incorporated by reference from quarterly report on Form 10-Q for the quarter ended June 30, 2018, filed August 14, 2018
|
| | | | | |
| 101.PRE | | XBRL Taxonomy Extension Presentation Linkbase | | Incorporated by reference from quarterly report on Form 10-Q for the quarter ended June 30, 2018, filed August 14, 2018
|
* All exhibits are numbered with the number preceding the decimal indicating the applicable SEC reference number in Item 601 and the number following the decimal indicating the sequence of the particular document. Omitted numbers in the sequence refer to documents previously filed as an exhibit.
*** Users of this data are advised that, pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or Annual Report for purposes of Sections 11 or 12 of the Securities Act of 1933 or Section 18 of the Exchange Act of 1934 and otherwise are not subject to liability.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this amended report to be signed on its behalf by the undersigned hereunto duly authorized.
| | INVESTVIEW, INC. |
| | | |
| Dated: September 5, 2018 | By: | /s/ Ryan Smith |
| | | Ryan Smith |
| | | Chief Executive Officer |
| | | (Principal Executive Officer) |
| | | |
| Dated: September 5, 2018 | By: | /s/ William C. Kosoff |
| | | William C. Kosoff |
| | | Acting Chief Financial Officer |
| | | (Principal Financial Officer and Accounting Officer) |
