Attached files
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| EXCEL - IDEA: XBRL DOCUMENT - VAPOR HUB INTERNATIONAL INC. | Financial_Report.xls |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(Amendment No. 1)
[X]
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended September 30, 2014
or
[ ]
Transition Report Pursuant Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from __________________ to ______________________.
Commission file number 333-173438
VAPOR HUB INTERNATIONAL INC.
(Exact name of registrant as specified in its charter)
Nevada
27-3191889
(State or other jurisdiction of
(I.R.S. Employer
incorporation or organization)
Identification No.)
67 W East Street, Unit 115,
Simi Valley, CA 93065
(Address of principal executive offices)(zip code)
(805) 309-0530
(Registrant’s telephone number, including area code)
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 [ ] No [X]
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 [ ]
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 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 [ ] No [X]
As of November 13, 2014, the issuer had 68,060,001 shares of common stock issued and outstanding.
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Explanatory Note
Vapor Hub International Inc. is filing this Amendment No. 1 on Form 10-Q/A (the “Amendment”) to the Company’s Quarterly Report on Form 10-Q for the period ended September 30, 2014 (the “Form 10-Q”), filed with the Securities and Exchange Commission on November 14, 2014 (the “Original Filing Date”), solely to furnish Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T, which was not accepted by the U.S. Securities and Exchange Commission on the Original Filing Date as a result of a corrupt data file.
Other than as described above, no other changes have been made to the Form 10-Q. This Amendment speaks as of the Original Filing Date, does not reflect events that may have occurred subsequent to the Original Filing Date, and, except as noted above, does not modify or update in any way disclosures made in the Form 10-Q.
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PART II: OTHER INFORMATION
Item 6.
Exhibits
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| Incorporated by Reference |
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| Filing Date |
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3.1 |
| Articles of Incorporation of the Registrant |
| S-1 |
| 333-173438 |
| 3.1 |
| 04-11-11 |
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3.2 |
| Certificate of Amendment filed with an effective date of January 17, 2014 with the Nevada Secretary of State on January 9, 2014 |
| 8-K |
| 333-173438 |
| 3.1 |
| 01-17-14 |
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3.3 |
| Certificate of Designation filed with an effective date of January 17, 2014 with the Nevada Secretary of State on January 9, 2014 |
| 8-K |
| 333-173438 |
| 3.2 |
| 01-17-14 |
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3.4 |
| Articles of Merger filed with an effective date of March 14, 2014 with the Nevada Secretary of State on February 14, 2014 |
| 8-K |
| 333-173438 |
| 3.1 |
| 03-06-14 |
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10.1 |
| Employment Separation and General Release Agreement, dated as of October 8, 2014, by and between the Registrant and Andrew Birnbaum |
| 10-Q |
| 333-173438 |
| 10.1 |
| 11-14-14 |
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10.2 |
| Securities Purchase Agreement, dated as of November 4, 2014, by and between the Registrant and Typenex Co-Investment, LLC |
| 8-K |
| 333-173438 |
| 10.1 |
| 11-10-14 |
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10.3 |
| Secured Convertible Promissory Note, dated as of November 4, 2014, by the Registrant in favor of Typenex Co-Investment, LLC |
| 8-K |
| 333-173438 |
| 10.2 |
| 11-10-14 |
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10.4 |
| Investor Note #1 issued to the Registrant on November 4, 2014. |
| 8-K |
| 333-173438 |
| 10.3 |
| 11-10-14 |
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10.5 |
| Investor Note #2 issued to the Registrant on November 4, 2014. |
| 8-K |
| 333-173438 |
| 10.4 |
| 11-10-14 |
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10.6 |
| Investor Note #3 issued to the Registrant on November 4, 2014. |
| 8-K |
| 333-173438 |
| 10.5 |
| 11-10-14 |
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10.7 |
| Investor Note #4 issued to the Registrant on November 4, 2014. |
| 8-K |
| 333-173438 |
| 10.6 |
| 11-10-14 |
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10.8 |
| Investor Note #5 issued to the Registrant on November 4, 2014. |
| 8-K |
| 333-173438 |
| 10.7 |
| 11-10-14 |
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10.9 |
| Investor Note #6 issued to the Registrant on November 4, 2014. |
| 8-K |
| 333-173438 |
| 10.8 |
| 11-10-14 |
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10.10 |
| Investor Note #7 issued to the Registrant on November 4, 2014. |
| 8-K |
| 333-173438 |
| 10.9 |
| 11-10-14 |
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10.11 |
| Investor Note #8 issued to the Registrant on November 4, 2014. |
| 8-K |
| 333-173438 |
| 10.10 |
| 11-10-14 |
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10.12 |
| Investor Note #9 issued to the Registrant on November 4, 2014. |
| 8-K |
| 333-173438 |
| 10.11 |
| 11-10-14 |
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10.13 |
| Investor Note #10 issued to the Registrant on November 4, 2014. |
| 8-K |
| 333-173438 |
| 10.12 |
| 11-10-14 |
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10.14 |
| Security Agreement, dated as of November 4, 2014, by the Registrant in favor of Typenex Co-Investment, LLC |
| 8-K |
| 333-173438 |
| 10.13 |
| 11-10-14 |
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31.1 $ |
| Certification of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
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31.2 $ |
| Certification of Principal Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
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32.1 $ |
| Certifications of Principal Executive Officer and Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
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101.INS** |
| XBRL Instance Document |
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101.SCH** |
| XBRL Taxonomy Extension Schema Document |
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101.CAL** |
| XBRL Taxonomy Extension Calculation Linkbase Document |
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101.DEF** |
| XBRL Taxonomy Extension Definition Linkbase Document |
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101.LAB** |
| XBRL Taxonomy Extension Label Linkbase Document |
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101.PRE** |
| XBRL Taxonomy Extension Presentation Linkbase Document |
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| X |
_________________________________________
**
The information in this exhibit is furnished and deemed not filed or a part of a registration statement or prospectus for purposes of sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.
$
Previously furnished with the Company’s quarterly report on Form 10-Q for the period ended September 30, 2014, filed with the Securities and Exchange Commission on November 14, 2014.
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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.
Date: November 17, 2014
Vapor Hub International Inc.
(Registrant)
By:
/s/ Kyle Winther
Kyle Winther
Chief Executive Officer
(Principal Executive Officer)
By:
/s/ Lori Winther
Lori Winther
Chief Financial Officer
(Principal Financial and Accounting Officer)
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