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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 

 FORM 10-Q

 
x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2013

o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934
For the transition period from ______ to _______

Commission File Number 000-52561

ANOTEROS, INC.
 
(Name of small business issuer in its charter)
 
Nevada
 
88-0368849
(State of incorporation)
 
(I.R.S. Employer Identification No.)
 
6601 Center Drive West, Suite 500
Los Angeles, CA 90045
 (Address of principal executive offices)
 
(310) 997-2482
 (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.
x Yes  o 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  o 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   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).  o Yes   x No

As of May 20, 2013 there were 47,375,913 shares of the registrant’s $0.001 par value common stock issued and outstanding.
 

 
 
ANOTEROS, INC.

TABLE OF CONTENTS
     
  
Page
   
PART I.              FINANCIAL INFORMATION
1
  
 
ITEM 1.
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 
1
ITEM 2.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 
2
ITEM 3.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
 
4
ITEM 4.
CONTROLS AND PROCEDURES
 
4
  
 
PART II.            OTHER INFORMATION
4
  
 
ITEM 1.
LEGAL PROCEEDINGS
 
4
ITEM 1A.
RISK FACTORS
 
4
ITEM 2.
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
4
 
ITEM 3.
DEFAULTS UPON SENIOR SECURITIES
5
 
ITEM 4.
MINE SAFETY DISCLOSURES
5
 
ITEM 5.
OTHER INFORMATION
5
 
ITEM 6.
EXHIBITS
5
 

Special Note Regarding Forward-Looking Statements
 
Information included in this Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (“Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (“Exchange Act”). This information may involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Anoteros, Inc. (the “Company”), to be materially different from future results, performance or achievements expressed or implied by any forward-looking statements. Forward-looking statements, which involve assumptions and describe future plans, strategies and expectations of the Company, are generally identifiable by use of the words “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” or “project” or the negative of these words or other variations on these words or comparable terminology. These forward-looking statements are based on assumptions that may be incorrect, and there can be no assurance that these projections included in these forward-looking statements will come to pass. Actual results of the Company could differ materially from those expressed or implied by the forward-looking statements as a result of various factors. Except as required by applicable laws, the Company has no obligation to update publicly any forward-looking statements for any reason, even if new information becomes available or other events occur in the future.

 
 

 

 
*Please note that throughout this Quarterly Report, and unless otherwise noted, the words "we," "our," "us," “ANOS”, and the "Company” refers to Anoteros, Inc.
 

 
PART I - FINANCIAL INFORMATION
 
 
ITEM 1.                      FINANCIAL STATEMENTS

 
Index
 
Condensed Consolidated Balance Sheets (unaudited) 
 
  F-1
Condensed Consolidated Statements of Operations (unaudited)
 
  F-2
Condensed Consolidated Statements of Cash Flows (unaudited) 
 
  F-3
Notes to the Condensed Consolidated Financial Statements (unaudited) 
 
  F-4

 
 
1

 

ANOTEROS, INC. AND SUBSIDIARY
Condensed Consolidated Balance Sheets
             
             
             
ASSETS
           
             
   
March 31,
   
December 31,
 
   
2013
   
2012
 
   
(Unaudited)
       
CURRENT ASSETS
           
Cash
  $ 8,832     $ 26  
                 
Total Current Assets
    8,832       26  
                 
TOTAL ASSETS
  $ 8,832     $ 26  
                 
LIABILITIES AND STOCKHOLDERS' DEFICIT
               
                 
CURRENT LIABILITIES
               
Accounts payable and accrued expenses
  $ 582,639     $ 581,676  
Accounts payable and accrued expenses
               
   related party
    79,600       66,200  
Judgement payable
    164,418       161,044  
Accrued interest
    135,759       131,630  
Bank overdraft
    461       850  
Notes payable - related party
    41,100       20,500  
Notes payable
    82,877       82,877  
Convertible debentures
    90,000       90,000  
                 
Total Current Liabilities
    1,176,854       1,134,777  
                 
TOTAL LIABILITIES
    1,176,854       1,134,777  
                 
STOCKHOLDERS' DEFICIT
               
Preferred stock; 25,000,000 shares authorized,
               
  $0.001 par value, no shares issued
               
  and outstanding
    -       -  
Common stock; 100,000,000 shares authorized,
               
  at $0.001 par value, 47,375,913 and 47,375,913
               
  shares issued and outstanding, respectively
    47,375       47,375  
Additional paid-in capital
    22,463,825       22,463,825  
Accumulated deficit
    (23,679,222 )     (23,645,951 )
                 
Total Stockholders' Deficit
    (1,168,022 )     (1,134,751 )
                 
TOTAL LIABILITIES AND
               
  STOCKHOLDERS' DEFICIT
  $ 8,832     $ 26  
The accompanying notes are an integral part of these condensed consolidated financial statements.

 
 
F-1

 

ANOTEROS, INC. AND SUBSIDIARY
Condensed Consolidated Statements of Operations
(Unaudited)
             
             
   
For the Three Months Ended
 
   
March 31,
 
   
2013
   
2012
 
             
REVENUES
  $ 352     $ 1,081  
COST OF SALES
    -       -  
GROSS PROFIT (LOSS)
    352       1,081  
                 
OPERATING EXPENSES
               
                 
Professional fees
    8,222       12,962  
Officer compensation     15,000       215,000  
General and administrative expenses
    2,898       1,129  
                 
Total Operating Expenses
    26,120       229,091  
                 
OPERATING LOSS
    (25,768 )     (228,010 )
                 
OTHER EXPENSE
               
                 
Interest expense
    (7,503 )     (6,416 )
                 
Total Other Expense
    (7,503 )     (6,416 )
                 
LOSS BEFORE INCOME TAXES
    (33,271 )     (234,426 )
                 
PROVISION FOR INCOME TAXES
    -       -  
                 
NET LOSS
  $ (33,271 )   $ (234,426 )
                 
BASIC LOSS PER SHARE
  $ (0.00 )   $ (0.00 )
                 
WEIGHTED AVERAGE  NUMBER
               
  OF SHARES OUTSTANDING:
               
  BASIC AND DILUTED
    47,375,913       54,176,127  
The accompanying notes are an integral part of these condensed consolidated financial statements.

 
F-2

 

ANOTEROS, INC. AND SUBSIDIARY
 
Condensed Consolidated Statements of Cash Flows
 
(Unaudited)
 
             
             
   
For the Three Months Ended
 
   
March 31,
 
   
2013
   
2012
 
OPERATING ACTIVITIES
           
                     Net loss
  $ (33,271 )   $ (234,426 )
Adjustments to reconcile net loss to net cash
               
  used in operating activities:
               
Common stock issued for services
    -       200,000  
Changes in operating assets and liabilities
               
Accrued interest
    4,129       -  
Accounts payable and accrued expenses
    963       9,799  
Judgment payable
    3,374       -  
Related party accounts payable and accrued expenses
    13,400       12,721  
                 
Net Cash Used in Operating Activities
    (11,405 )     (11,906 )
                 
                 
INVESTING ACTIVITIES
    -       -  
 
               
                 
FINANCING ACTIVITIES
               
Bank overdraft
    (389 )     (113 )
Proceeds from related party payables
    20,600       -  
Proceeds from notes payable
    -       15,500  
                 
Net Cash Provided by Financing Activities
    20,211       15,387  
                 
NET INCREASE (DECREASE) IN CASH
    8,806       3,481  
CASH AT BEGINNING OF PERIOD
    26       -  
                 
CASH AT END OF PERIOD
  $ 8,832     $ 3,481  
                 
                 
SUPPLEMENTAL DISCLOSURES OF
               
CASH FLOW INFORMATION
               
                 
CASH PAID FOR:
               
Interest
  $ -     $ -  
Income Taxes
    -       -  
                 
The accompanying notes are an integral part of these condensed consolidated financial statements.

 
F-3

 
ANOTEROS, INC. AND SUBIDIARY
Notes to the Condensed Consolidated Financial Statements
March 31, 2013 and December 31, 2012


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accompanying unaudited balance sheets of the Company at March 31, 2013 and related unaudited statements of operations, and cash flows for the three ended March 31, 2013 and 2012, have been prepared by management in conformity with United States generally accepted accounting principles.  In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature.  It is suggested that these financial statements be read in conjunction with the financial statements and notes thereto included in the December 31, 2012 audited financial statements.  Operating results for the period ended March 31, 2013, are not necessarily indicative of the results that can be expected for the fiscal year ending December 31, 2013 or any other subsequent period.

NOTE 2 – GOING CONCERN

The Company's financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern.  During the three months ended September 30, 2012 the Company realized a net loss of $33,271 and has incurred an accumulated deficit of $23,679,222.  The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations.

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management's plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking equity and/or debt financing. However management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

NOTE 3 – SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Principles of Consolidation
The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, COA Holdings, Inc.  All significant intercompany balances and transactions have been eliminated.

Recent Accounting Pronouncements
The Company has evaluated recent accounting pronouncements and their adoption has not had or is not expected to have a material impact on the Company’s financial position, or statements.



 
F-4

 
ANOTEROS, INC. AND SUBIDIARY
Notes to the Condensed Consolidated Financial Statements
March 31, 2013 and December 31, 2012



 
NOTE 4 – RELATED PARTY TRANSACTIONS

Accounts Payable and Accrued Expenses
During the three months ended March 31, 2013 the Company accrued $13,400 in unpaid salary due to its chief financial officer.
  
Notes Payable – Related Parties
During the year ended December 31, 2012 the Company borrowed an aggregate total of $20,500 from various related parties.  These notes are unsecured, accrue no interest, and are due on demand.  During the three months ended March 31, 2013, the Company borrowed an additional $20,600 under the same terms.  The outstanding principal balance on the notes totaled $41,100 and $20,500 as of March 31, 2013 and December 31, 2012, respectively.
 
NOTE 5 – NOTES PAYABLE
 
At March 31, 2013 and December 31, 2012, the Company had outstanding notes payable of $82,877. The notes bear interest from 10 percent to 12 percent per annum, with one non-interest bearing note, are unsecured and due on demand.
  
During the three months ended March 31, 2013 and the year ended December 31, 2012, the Company made no new borrowings on these notes, and made no principal payments. The Company accrued interest on the notes in the amounts of $1,910 and $7,766 for the three months ended March 31, 2013 and the year ended December 31, 2012, respectively.

NOTE 6 – COMMON STOCK

On January 30, 2012, the Company issued 739,128 shares of common stock to officers for services rendered totaling $111,608.

On August 22, 2012, The Company issued 6,000,000 shares of common stock to Robert O’Conner pursuant to an indemnity agreement with Mr. O’Conner to settle the debt owed to Mr. O’Conner relating to the Credit Line with South Bay Capital. As of the issuance date of August, 22, 2012 the Company owed $260,500 in principal and $9,499 in accrued interest on the Credit Line. The issuance fully satisfied the debt.

On May 8, 2012 the Company cancelled 13,173,839 shares of common stock pursuant to a Settlement Agreement and General Mutual Release with several former officers and directors.

 
 
F-5

 
ANOTEROS, INC. AND SUBIDIARY
Notes to the Condensed Consolidated Financial Statements
March 31, 2013 and December 31, 2012


NOTE 7 – WARRANTS AND OPTIONS

A summary of the status of the Company’s options and warrants as of March 31, 2013 and changes during the periods from December 31, 2010 through March 31, 2013 is presented below:

Description
 
Warrant Shares
   
Exercise Price
   
Value if Exercised
 
Outstanding at 12/31/10
    1,645,944     $ 0.95     $ 1,563,647  
Granted
    1,000,000     $ 3.00     $ 3,000,000  
Exercised
    -       -       -  
Cancelled
    -       -       -  
Expired
    -       -       -  
Outstanding at 12/31/11
    2,645,944     $ 1.72     $ 4,563,647  
Granted
    -       -       -  
Exercised
    -       -       -  
Cancelled
    (1,000,000 )   $ 3.00     $ (3,000,000 )
Expired
    -       -       -  
Outstanding at 12/31/12
    1,645,944     $ 0.95     $ 1,563,647  
Granted
    -       -       -  
Exercised
    -       -       -  
Cancelled
    -       -       -  
Expired
    -       -       -  
Outstanding at 3/31/13
    1,645,944     $ 0.95     $ 1,563,647  

The warrants were granted in connection with the common stock offering and debt conversion and were valued using the Black-Scholes Options Pricing Model.

NOTE 8 – SUBSEQUENT EVENTS

Management performed an evaluation of Company activity through the date the financial statements were issued, and has concluded that there are no other significant subsequent events requiring disclosure.

 
F-6

 


ITEM 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF OPERATION
 
FORWARD-LOOKING STATEMENTS
 
This Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) contains forward-looking statements that involve known and unknown risks, significant uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed, or implied, by those forward-looking statements.  You can identify forward-looking statements by the use of the words may, will, should, could, expects, plans, anticipates, believes, estimates, predicts, intends, potential, proposed, or continue or the negative of those terms.  These statements are only predictions. In evaluating these statements, you should consider various factors which may cause our actual results to differ materially from any forward-looking statements.  Although we believe that the exceptions reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.  Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements.  We undertake no obligation to revise or update publicly any forward-looking statements for any reason.

RESULTS OF OPERATIONS

Effective April 29, 2011, Anoteros, Inc., entered into an Agreement and Plan of Merger with COA Holding, Inc. (“COAH”), a Nevada corporation, whereby Anoteros acquired COAH through the merger of its newly formed subsidiary, Antero Payment Solutions, Inc.  Antero Payment Solutions, Inc. was the surviving corporation and a wholly owned subsidiary of Anoteros, Inc.  As a result of the merger, COAH will continue its current line of business as a wholly-owned subsidiary of Anoteros and will conduct its future operations under the name Antero Payment Solutions, Inc.

Upon completion of the transaction, the former COAH shareholders owned approximately 48,361,737 restricted shares Anoteros, Inc. common stock, representing 93% of the outstanding common stock of Anoteros.  As a result, the acquisition has been recorded as a reverse merger with COAH being treated as the accounting acquirer and the Company as the legal acquirer (accounting acquiree).  As such, the activities and results of operations for both COAH and Anoteros have been combined as of the acquisition date.  The comparative figures to be mentioned below include only the operations of COAH.

Three months ended March 31, 2013 compared to the three months ended March 31, 2012

For the three months ended March 31, 2013, the Company had revenue of $352 compared with revenue of $1,081 for the comparable period in 2012.  The slight decrease in revenue is due to a cease in operations while the Company was restructured.  As the Company enters into new distribution agreements, revenue is expected to increase.

Cost of sales for the three months ended March 31, 2013 was $-0- as it was during the comparable period in 2012.  
 
Operating expenses for the three months ended March 31, 2013 totaled $26,120, of which $15,000 was for officer compensation, compared to $229,091, of which $215,000 was for officer compensation, for the comparable period in 2012.  This decrease resulted primarily due to a decrease in officer compensation expenses related to stock-based compensation incurred during the current period.
 
The Company incurred a net loss of $33,271 during the three month period ended March 31, 2013 compared to $234,426 for the comparable period in 2012.  As noted above, this decrease resulted primarily due to a decrease in general and administrative expenses incurred during the current period.  Basic net loss per share was $(0.00) for the three month period ended March 31, 2013, compared to a basic net loss per share of $(0.00) from the comparable period of 2012.

 
2

 

 
Liquidity and Capital Resources

As of March 31, 2013, the Company had a negative working capital of $1,168,022 compared to a negative working capital of $1,134,751 at December 31, 2012. The change in working capital resulted primarily from the Company’s basic operating expenses during the three months ended March 31, 2013.

During the three months ended March 31, 2013 the Company experienced negative cash flow of $11,405 from operating activities.  The Company met its cash requirements during this period through its debt financing activities, realizing a cash inflow from financing activities in the amount of $20,211.

Going Concern

We have not attained profitable operations and are dependent upon obtaining financing to pursue any extensive acquisitions and activities. For these reasons, our auditors stated in their report on our audited financial statements that they have substantial doubt that we will be able to continue as a going concern without further financing.

Off-Balance Sheet Arrangements

We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.

Future Financings

We will continue to rely on equity sales of our common shares in order to continue to fund our business operations. Issuances of additional shares will result in dilution to existing stockholders. There is no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund our operations and other activities.

Critical Accounting Policies

Our financial statements and accompanying notes have been prepared in accordance with United States generally accepted accounting principles applied on a consistent basis. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.
 
We regularly evaluate the accounting policies and estimates that we use to prepare our financial statements. A complete summary of these policies is included in the notes to our financial statements. In general, management's estimates are based on historical experience, on information from third party professionals, and on various other assumptions that are believed to be reasonable under the facts and circumstances. Actual results could differ from those estimates made by management.

Recently Issued Accounting Pronouncements

The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

 
3

 

 
ITEM 3.                      QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 4.                       CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures
 
Disclosure controls and procedures are controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by our company in the reports that it files or submits under the Exchange Act is accumulated and communicated to our management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Our management carried out an evaluation under the supervision and with the participation of our Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 ("Exchange Act"). Based upon that evaluation, our Principal Executive Officer and Principal Financial Officer have concluded that our disclosure controls and procedures were not effective as of March 31, 2013 to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by the SEC’s rules and forms.  Please refer to our Annual Report on Form 10-K as filed with the SEC on April 22, 2013, for a complete discussion relating to the foregoing evaluation of Disclosures and Procedures.
 
Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Exchange Act Rules 13a-15 or 15d-15 that occurred during our last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1.                       LEGAL PROCEEDINGS

We know of no material, existing or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which our director, officer or any affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

ITEM 1A.                     RISK FACTORS

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 2.                       UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

1.  Quarterly Issuances:

 
4

 

 
During the quarter, we did not issue any unregistered securities other than as previously disclosed.
 

2.  Subsequent Issuances:

Subsequent to the quarter, we did not issue any unregistered securities other than as previously disclosed.
 
ITEM 3.                      DEFAULTS UPON SENIOR SECURITIES
 
None.

ITEM 4.                      MINE SAFETY DISCLOSURES

Not Applicable.

ITEM 5.                      OTHER INFORMATION

None.
ITEM 6.                      EXHIBITS
 
Exhibit Number
Description of Exhibit
Filing
2.01
Agreement and Plan of Merger by and among the Company, Antero Payment Solutions Inc., and COA Holdings, Inc. dated March 29, 2011
Incorporated by reference to our Form 8-K filed with the SEC on March 30, 2011.
3.01
Articles of Incorporation
Incorporated by reference to our Registration Statement on Form 10SB filed on April 12, 2007.
3.01(a)
Restated Articles of Incorporation
Incorporated by reference to our Registration Statement on Form 10SB filed on April 12, 2007.
3.01(b)
Certificate of Change Pursuant to NRS 78.209
Incorporated by reference to our Form 8-K filed with the SEC on September 18, 2009.
3.02
Bylaws
Incorporated by reference to our Registration Statement on Form 10SB filed on April 12, 2007.
4.01
2007 Long Term Incentive Plan
Incorporated by reference to our Form 10-KSB filed with the SEC on April 29, 2008.
10.01
Literary Agent Agreement by and between Doolittle Edutainment Corp. and Geraldine Blecker dated September 25, 2009
Incorporated by reference to our Form 8-K filed with the SEC on September 29, 2009.
10.02
Lock-Up Agreement by and between COA Holdings, Inc. and Tom Kelley dated April 5, 2011
Incorporated by reference to our Form 8-K filed with the SEC on May 3, 2011.
10.03
Lock-Up Agreement by and between COA Holdings, Inc. and Greg Geller dated April 6, 2011
Incorporated by reference to our Form 8-K filed with the SEC on May 3, 2011.
10.04
Lock-Up Agreement by and between COA Holdings, Inc. and Tom Smith dated April 7, 2011
Incorporated by reference to our Form 8-K filed with the SEC on May 3, 2011.
 
 
 
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10.05
Lock-Up Agreement by and between COA Holdings, Inc. and Glenn Geller dated April 7, 2011
Incorporated by reference to our Form 8-K filed with the SEC on May 3, 2011.
10.06
Lock-Up Agreement by and between COA Holdings, Inc. and Gaden Griffin dated April 7, 2011
Incorporated by reference to our Form 8-K filed with the SEC on May 3, 2011.
10.07
Lock-Up Agreement by and between COA Holdings, Inc. and Marla Beans dated April 12, 2011
Incorporated by reference to our Form 8-K filed with the SEC on May 3, 2011.
10.08
Employment Agreement by and between the Company and Michael J. Sinnwell, Jr. dated April 12, 2011
Incorporated by reference to our Form 8-K filed with the SEC on May 3, 2011.
10.09
Confidential Information and Invention Assignment Agreement by and among the Company, Antero Payment Solutions, Inc., and Michael J. Sinnwell Jr. dated April 13, 2011
Incorporated by reference to our Form 8-K filed with the SEC on May 3, 2011.
10.10
Option Agreement by and among the Company, Doolittle Edutainment Corp. and George Chachas dated April 29, 2011
Incorporated by reference to our Form 8-K filed with the SEC on May 3, 2011.
10.11
Employment Agreement by and between Antero Payment Solutions, Inc. and Kevin Vining dated April 29, 2011
Incorporated by reference to our Form 8-K filed with the SEC on May 3, 2011.
10.12
Confidential Information and Invention Assignment Agreement by and between Antero Payment Solutions, Inc. and Kevin Vining dated April 29, 2011
Incorporated by reference to our Form 8-K filed with the SEC on May 3, 2011.
10.13
Distribution Agreement by and between Antero Payment Solutions, Inc. and TFG Card Solutions dated July 21, 2011
Incorporated by reference to our Form 8-K filed with the SEC on July 27, 2011.
10.14
Independent Sales Representative Agreement by and between Antero Payment Solutions, Inc. and Veritec Financial Systems, Inc. dated July 21, 2011
Incorporated by reference to our Form 8-K filed with the SEC on July 27, 2011.
10.15
Joint Venture Agreement by and among Antero Payment Solutions, Inc. and Veritec Financial Systems, Inc. dated August 29, 2011
Incorporated by reference to our Form 8-K filed with the SEC on September 1, 2011.
10.16
Assignment and Assumption Agreement by and among the Company, Doolittle Edutainment Corp. and George Chachas dated September 14, 2011
Incorporated by reference to our Form 8-K filed with the SEC on September 19, 2011.
10.17
Private Labeled Agreement by and between Antero Payment Solutions, Inc. and PayRoll Innovations, LLC dated October 3, 2011
Incorporated by reference to our Form 8-K filed with the SEC on October 5, 2011.
10.18
Credit Line Agreement by and between the Company and South Bay Capital dated October 7, 2011
Incorporated by reference to our Form 8-K filed with the SEC on October 11, 2011.
10.19
Private Labeled Agreement by and between Antero Payment Solutions, Inc. and Consolidated Fleet Management Corp. dated October 20, 2011
Incorporated by reference to our Form 8-K filed with the SEC on October 21, 2011.
10.20
Settlement Agreement and Mutual General Release between the Company and Settling Parties dated May 8, 2012
Incorporated by reference to our Form 8-K filed with the SEC on May 9, 2012.
10.21
 
Lock-Up Agreement by and between the Company and Gaden E. Griffin Family Trust dated May 8, 2012.
Incorporated by reference to our Form 8-K filed with the SEC on May 9, 2012.
10.22
Lock-Up Agreement by and between the Company and Michael Sinnwell Jr. dated May 8, 2012.
Incorporated by reference to our Form 8-K filed with the SEC on May 9, 2012.
10.23
Lock-Up Agreement by and between the Company and Glenn Geller dated May 8, 2012.
Incorporated by reference to our Form 8-K filed with the SEC on May 9, 2012.
10.24
Lock-Up Agreement by and between the Company and Marla Beans dated May 8, 2012.
Incorporated by reference
 to our Form 8-K filed with the SEC on May 9, 2012.
10.25
Lock-Up Agreement by and between the Company and Tom Smith dated May 8, 2012.
Incorporated by reference to our Form 8-K filed with the SEC on May 9, 2012.
 
 
 
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10.26
Lock-Up Agreement by and between the Company and Gaden E. Griffin Family Trust dated May 8, 2012.
Incorporated by reference to our Form 8-K filed with the SEC on May 9, 2012.
10.27
Lock-Up Agreement by and between Anoteros and Greg Geller Trust dated May 8, 2012.
Incorporated by reference to our Form 8-K filed with the SEC on May 9, 2012.
16.01
Letter from HJ Associates & Consultants, LLP dated July 14, 2011
Incorporated by reference to our Form 8-K filed with the SEC on July 14, 2011.
31.01
Certification of Principal Executive Officer Pursuant to Rule 13a-14
Filed herewith.
31.02
Certification of Principal Financial Officer Pursuant to Rule 13a-14
Filed herewith
32.01
CEO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act
Filed herewith.
101.INS*
XBRL Instance Document
To be filed by Amendment.
101.SCH*
XBRL Taxonomy Extension Schema Document
To be filed by Amendment.
101.CAL*
XBRL Taxonomy Extension Calculation Linkbase Document
To be filed by Amendment.
101.LAB*
XBRL Taxonomy Extension Labels Linkbase Document
To be filed by Amendment.
101.PRE*
XBRL Taxonomy Extension Presentation Linkbase Document
To be filed by Amendment.
101.DEF*
XBRL Taxonomy Extension Definition Linkbase Document
To be filed by Amendment.
*Pursuant to Regulation S-T, this interactive data file is deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, and otherwise is not subject to liability under these sections.
 
 
 
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SIGNATURES
 
In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


ANOTEROS, INC.

Dated:  May 17, 2013
/s/Michael Lerma
MICHAEL LERMA
Its: Chief Financial Officer (Chief Accounting Officer)

 
 
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