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STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Amendment No. 1 to

FORM 10-K

(Mark One)

 

[X]    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the fiscal year ended December 31, 2014

 

[   ]    TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from [   ] to [   ]

 

Commission file number 000-52767

 

SUNERGY, INC.
(Exact name of registrant as specified in its charter)

 

Nevada   N/A
(State or other jurisdiction of incorporation or organization)   (I.R.S. Employer Identification No.)

 

14362 N. Frank Lloyd Wright Blvd., Suite 1000, Scottsdale, AZ   85260
(Address of principal executive offices)   (Zip Code)

 

Registrant's telephone number, including area code:   480.477.5810

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class   Name of Each Exchange On Which Registered
N/A   N/A

 

Securities registered pursuant to Section 12(g) of the Act:

 

Common Stock, $0.001 par value

 

(Title of class)

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 the Securities Act. Yes o No x

 

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act Yes o No x

 

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 last 90 days. Yes x No o

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, 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 registration statement was required to submit and post such files). Yes x No o

 

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter)  is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. 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 definition 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

 

The aggregate market value of Common Stock held by non-affiliates of the Registrant on June 30, 2014 was $7,429,268 based on a $0.0028 closing price per share. For purposes of this computation, all executive officers and directors have been deemed to be affiliates. Such determination should not be deemed to be an admission that such executive officers and directors are, in fact, affiliates of the Registrant.

 

Indicate the number of shares outstanding of each of the registrant’s classes of common stock as of the latest practicable date.

2,653,310,103 as of April 5, 2015  

 

 

 
 

 

 

 

EXPLANATORY NOTE

 

 

This Amendment No. 1 to the Annual Report on Form 10-K is being filed solely to furnish the Interactive Data files as Exhibit 101, in accordance with Rule 405 of Regulation S-T. No other changes have been made to the Form 10-K, as originally filed on April 16, 2015.

 

 

 

 

 

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PART IV

 

Item 15. Exhibits, Financial Statement Schedules

 

(b) Exhibits

 

Exhibit Number   Description
     
     
101.INS   XBRL Instance Document
101.SCH   XBRL Extension Schema
101.CAL   XBRL Calculation Linkbase
101.DEF   XBRL Definition Linkbase
101.LAB   XBRL Label Linkbase
101.PRE   XBRL Presentation Linkbase

 

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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.

 

SUNERGY, INC.

 

 

By: /s/ Garrett Hale

Garrett Halle,

President and Director,

(Principal Executive Officer and Principal Accounting Officer)

  

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

By: /s/ Garrett Hale

Garrett Hale, President

and Director

 

Date: April 20, 2015

By: /s/ Larry Bigler

Larry Bigler

Director

 

Date: April 20, 2015

   

By: /s/ Robert A. Levich

Robert A. Levich

Director

Date: April 20, 2015