U.S. SECURITIES AND EXCHANGE COMMISSION
 
Washington, D.C. 20549
 
 FORM 10-Q/A
Amendment No. 1
 
 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended April 30, 2020
OR
 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 000-32201
 
Rivulet Media, Inc.
(Exact Name of Registrant as Specified in Its Charter)
 
Delaware
33-0824714
(State or Other Jurisdiction of
Incorporation or Organization)
(I.R.S. Employer
Identification No.)
 
1206 East Warner Road, Suite 101-I
Gilbert, Arizona 85296  
(Address of Principal Executive Offices)
 
(480) 225-4052
(Issuer’s telephone number)
 
 Bio-Matrix Scientific Group, Inc.
1204 Tangerine Street
El Cajon, California 92021
(Former Name, Former Address and Former Fiscal year,
If Changed Since Last Report)
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
None.
None.
None.
 
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 the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes  No
 
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files).
Yes No
 
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 Exchange Act): Yes  No
 
Number of shares outstanding of each of the issuer’s classes of common equity as of the latest practicable date:
 
Class
Outstanding as of April 30, 2020
Common stock, $0.0001 par value
86,964,632
    
 
 
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EXPLANATORY NOTE
 
On July 1, 2020, Rivulet Media, Inc. (the “Company”) filed its first quarter report on Form 10-Q after the June 15, 2020 deadline (the “Original Due Date”) applicable to it for the filing of a Form 10-Q for the quarter ended April 30, 2020 (the “Quarterly Report”) in reliance on the 45-day extension provided by an order issued by the SEC under Section 36 of the Securities Exchange Act of 1934 Modifying Exemptions from the Reporting and Proxy Delivery Requirements for Public Companies dated March 25, 2020 (Release No. 34-88465) (the “Order”).
 
On June 10, 2020, the Company filed a Current Report on Form 8-K to indicate its intention to rely on the Order for such extension. Prior to the filing of the Quarterly Report, the Company’s business experienced significant disruptions due to the conditions surrounding COVID-19. Certain of its operations and personnel have been working remotely due to suggested or mandated social distancing and work from home orders and management was required to devote significant time and attention to assessing the potential impact of COVID-19 and related events on its operations and financial position, which diverted management resources from completing tasks necessary to finalize the Quarterly Report by the Original Due Date.
 
Consistent with its statements made in the Current Report on Form 8-K, the Company was unable to file the Quarterly Report by the Original Due Date, and therefore relied on the Order. The Quarterly Report was filed on July 1, 2020, before the extended due date permitted under the Order. In compliance with Item II(d) of the Order, the Company is filing this Amendment No. 1 to its Quarterly Report to disclose that it relied on the Order and the reasons why the Company could not file the report by the Original Due Date.
 
Except as described above, this Amendment No. 1 does not amend, modify, or update the information in the Quarterly Report. Furthermore, this Amendment No. 1 does not change any previously reported financial results nor does it reflect events occurring after the filing of the Quarterly Report filed on July 1, 2020.
 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this amendment to its report to be signed on its behalf by the undersigned thereunto duly authorized.
 
Dated: July 6, 2020
 
RIVULET MEDIA, INC., a Delaware corporation
 
/s/ Aaron Klusman
Aaron Klusman
Chief Executive Officer, Chairman of the Board
(Principal Executive Officer)
 
/s/ Michael Witherill
Michael Witherill
President, Chief Financial Officer, Vice-Chairman of the Board
(Principal Financial Officer and Principal Accounting Officer)
 
 
 

 
 
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