UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
Amendment No. 1
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2012
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934
For the transition period from ______ to _______
Commission File Number 333-170096
SOLO INTERNATIONAL, INC.
(Name of small business issuer in its charter)
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Nevada
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68-0680819
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(State of incorporation)
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(I.R.S. Employer Identification No.)
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871 Coronado Center Drive
Suite 200
Henderson, NV 89052
(Address of principal executive offices)
(702) 330-3285
(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 o
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 (Not required) o
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 o Accelerated Filer o
Non-Accelerated Filer o 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 o No x
As of August 8, 2012, there were 288,200,000 shares of the registrant’s $0.001 par value common stock issued and outstanding.
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EXPLANATORY NOTE
The purpose of this Amendment No. 1 to Solo International Inc.’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2012, filed with the Securities and Exchange Commission on August 14, 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);
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 Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.
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ITEM 6. EXHIBITS
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Exhibit Number
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Description of Exhibit
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Filing
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3.01
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Articles of Incorporation
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Filed with the SEC on October 22, 2010 as part of our Registration Statement on Form S-1.
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3.01(a)
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Certificate of Change
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Filed with the SEC on November 7, 2011 as part of our Current Report on Form 8-K.
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3.02
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Bylaws
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Filed with the SEC on October 22, 2010 as part of our Registration Statement on Form S-1.
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10.01
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Service Agreement between Solo International, Inc. and “TIRCARS” Sp. J dated August 30, 2010
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Filed with the SEC on October 22, 2010 as part of our Registration Statement on Form S-1.
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10.02
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Securities Purchase Agreement between Solo International, Inc. and Craigstone Ltd., dated November 4, 2011
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Filed with the SEC on November 15, 2011 as part of our Current Report on Form 8-K.
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10.03
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Option Agreement by and between Solo International, Inc. and 9228-6202 Quebec Inc., dated November 15, 2011
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Filed with the SEC on November 23, 2011 as part of our Current Report on Form 8-K
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10.04
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Amended Option Agreement by and between 9252-4768 Quebec Inc. and 9228-6202 Quebec Inc. dated December 20, 2011
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Filed with the SEC on January 3, 2012 as part of our Amended Current Report on Form 8-K/A.
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10.05
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Securities Purchase Agreement between Solo International, Inc. and Craigstone Ltd., dated January 10, 2012
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Filed with the SEC on January 12, 2012 as part of our Current Report on Form 8-K.
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31.01
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Certification of Principal Executive Officer Pursuant to Rule 13a-14
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Filed with the SEC on August 14, 2012
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31.02
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Certification of Principal Financial Officer Pursuant to Rule 13a-14
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Filed with the SEC on August 14, 2012
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32.01
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CEO and CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act
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Filed with the SEC on August 14, 2012
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| 101.INS | XBRL Instance Document | Filed herewith |
| 101.SCH | XBRL Taxonomy Extension Schema Document | Filed herewith |
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | Filed herewith |
| 101.LAB |
XBRL Taxonomy Extension Label Linkbase Document
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Filed herewith |
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document | Filed herewith |
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | Filed herewith |
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Company caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
SOLO INTERNATIONAL, INC.
Dated: September 13, 2012 /s/ Michel Plante
By: Michel Plante
Its: President, Principal Executive Officer & Principal Financial Officer (Principal Accounting Officer)
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