PINX:BNGOF Bingo.com Ltd Quarterly Report 10-Q/A Filing - 6/30/2012

Effective Date 6/30/2012

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 

FORM 10-Q/A

Amendment No. 1

(Mark one)

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

For the quarterly period ended June 30, 2012

[    ]      [    ]     TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT
                        For the transition period from _____________ to ____________

Commission File Number:  333-120120-01

        BINGO.COM, LTD. 

(Exact name of small business issuer as specified in its charter)

 

ANGUILLA 

 

98-0206369

(State or other jurisdiction of incorporation or organization)

 

(I.R.S. Employer Identification No.)

 

National Bank of Anguilla Corporate Building, 1St Floor

St Mary's Road, TV1 02P

The Valley, Anguilla, B.W.I

(Address of principal executive offices) 

 

(264) 461-2646

(Issuer's telephone number)

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 13 or 15(d) of the Exchange Act during the past 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 [  ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

Large accelerated filer  [ ]                                                    Accelerated filer                 [  ]

Non-accelerated filer    [ ]                                                   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 ]

APPLICABLE ONLY TO CORPORATE ISSUERS The number of outstanding shares of the Issuer's common stock, no par value per share, was 63,877,703 as of August 13, 2012.

 

 

Explanatory Note

The purpose of this Amendment No. 1 to the Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2012, filed with the Securities and Exchange Commission on August 13, 2012 (the "Form 10-Q"), is solely 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.

Page 1

ITEM 6.          Exhibits and reports on Form 8-K

Exhibits

The following instruments are included as exhibits to this Report.  Exhibits incorporated by reference are so indicated.

Exhibit Number

Description

4.4

Convertible Debenture between the Company and unrelated parties dated July 2, 2002. (b)

4.5

Common Stock Purchase Warrant between the Company and unrelated parties dated July 2, 2002. (b)

10.2

Asset Purchase Agreement by and between Bingo, Inc. and Progressive Lumber, Corp. dated January 18, 1999. (a)

10.24

Amended Consulting Agreement dated February 28, 2002, between the Company, T.M. Williams (Row), Ltd., and T.M. Williams. (c)

10.29

Amendment of Asset Purchase Agreement dated July 1, 2002. (d)

10.32

Code of Business Conduct and Ethics dated December 22, 2006. (e)

10.33

Amended Consulting Agreement dated June 16, 2010, between the Company, T.M. Williams (Row), Ltd., and T.M. Williams. (f)

10.35

Consulting agreement dated April 1, 2011, between the Company and H. W. Bromley (g)

10.36

The Marketing Service Agreement between the Bingo.com, Ltd. wholly owned subsidiary, Coral Reef Marketing Inc. and with Unibet International Limited dated March 19, 2010. (h)

31.1

Certificate of Chief Executive Officer pursuant to the Securities Exchange Act Rules 13a-15(e) and 15d -15(e) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 dated August 13, 2012 (i).

31.2

Certificate of Chief Financial Officer pursuant to the Securities Exchange Act Rules 13a-15(e) and 15d -15(e) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 dated August 13, 2012 (i).

32.1

Certification from the Chief Executive Officer of Bingo.com, Ltd. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 dated August 13, 2012 (i).

32.2

Certification from the Chief Financial Officer of Bingo.com, Ltd. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 dated August 13, 2012 (i).

101

The following financial information from Bingo.com, Ltd.'s Quarterly Report on From 10-Q for the quarter ended June 30, 2012, formatted in XBRL:

(i) Consolidated Balance Sheet (Unaudited) as at June 30, 2012, 

(ii) Consolidated Statement of Operations (Unaudited) for the periods ended June 30, 2012 and 2011,

(iii) Consolidated Statements of Stockholders' Equity (Unaudited) for the Period ended June 30, 2012,

(iv) Consolidated Statements of CashFlows (Unaudited) for Six Months ended June 30, 2012 and 2011,

(v) Notes to Consolidated Financial Statements (Unaudited) for Six Months ended June 30, 2012 and 2011. (j)

101.ins XBRL Instance Document(j)
101.xsd XBRL Taxonomy Extension Schema Document (j)
101.cal XBRL Taxonomy Extension Calculation Linkbase Document (j)
101.def XBRL Taxonomy Extension Definition Linkbase Document (j)
101.lab XBRL Taxonomy Extension Labels Linkbase Document (j)
101.pre XBRL Taxonomy Extension Presentation Linkbase Document (j)

(a) Previously filed with the Registrant's registration statement on Form 10 on June 9, 1999.

(b) Previously filed with the Company's quarterly report on Form 10-Q for the period ended September 30, 2002, on November 14, 2002.

(c) Previously filed with the Company's quarterly report on Form 10-Q for the period ended June 30, 2002, on August 14, 2002.

(d) Previously filed with the Company's year end report on Form 10-K/A for the year ended December 31, 2002, on May 8, 2003.

(e) Previously filed with the Company's report on Form 8-K on December 26, 2006.

(f) Previously filed with the Company's report on Form 8-K on June 17, 2010.

(g) Filed with the Company's report on Form 10-Q on May 12, 2011.

(h) Previously field with the Company's report on Form 8-K/A on June 18, 2012.

(i) Filed on August 15, 2012 as an exhibit to the Registrants' Form 10-Q for the quarterly period ended June 30, 2012.

(j) Filed herewith

Page 2

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date:

August 23, 2012

 

BINGO.COM, LTD.

 

 

(Registrant)

Date:

August 23, 2012

           

            /S/ J.M. Williams

 

 

J. M. Williams, Chief Executive Officer, and President

(Principal Executive Officer)

Date:

August 23, 2012

 

 

            /S/ H. W. Bromley

 

 

H.W. Bromley, Chief Financial Officer

(Principal Accounting Officer)

Page 3

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