PINX:POWT POWRtec International Corp 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, D.C. 20549 


 FORM 10-Q/A

Amendment No. 1


 

  X  . QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2012


      . TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934

For the transition period from ______ to _______


Commission File Number 000-53299


POWRTEC INTERNATIONAL CORP.

 (Exact name of registrant as specified in its charter)

 

Delaware

 

20-5478196

(State of incorporation)

  

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

 

1669 Hollenbeck Avenue, Suite 142

Sunnyvale, CA 94087

(Address of principal executive offices)

 

(408) 374-1900

(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. Yes  X  . 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). 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 a 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 August 10, 2012, there were 101,273,291 shares of the registrant’s $0.001 par value common stock issued and outstanding.







EXPLANATORY NOTE

The purpose of this Amendment No. 1 to the Quarterly Report of POWRtec International Corp. (the “Company”) on Form 10-Q for the quarterly period ended June 30, 2012, filed with the Securities and Exchange Commission on August 14, 2012 (the “Form 10-Q”), is 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).


Other than the aforementioned, 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.



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ITEM 6.

EXHIBITS


Exhibit

 

 

Number

Description of Exhibit

Filing

3.01

Certificate of Incorporation

Filed with the SEC on March 19, 2007 as part of our Registration Statement on Form SB-2.

3.01(a)

Amended and Restated Certificate of Incorporation

Filed with the SEC on May 28, 2010 as part of our Current Report on Form 8-K.

3.02

Bylaws

Filed with the SEC on March 19, 2007 as part of our Registration Statement on Form SB-2.

4.01

2010 Share Incentive Plan

Filed with the SEC on August 23, 2010 as part of our Registration Statement on Form S-8.

4.02

Sample Qualified Stock Option Grant Agreement

Filed with the SEC on August 23, 2010 as part of our Registration on Form S-8.

4.03

Sample Non-Qualified Stock Option Grant Agreement

Filed with the SEC on August 23, 2010 as part of our Registration Statement on Form S-8.

4.04

Sample Performance-Based Award Agreement

Filed with the SEC on August 23, 2010 as part of our Registration Statement on Form S-8.

10.01

Share Exchange Agreement between School4Chauffeurs, Inc., POWRtec Corporation and POWRtec Corporation Shareholders

Filed with the SEC on May 17, 2010 as part of our Current Report on Form 8-K.

10.02

Convertible Promissory Note between the Company and Koryak Investments S.A. dated July 1, 2010

Filed with the SEC on August 16, 2010 as part of our Quarterly Report on Form 10-Q.

10.03

Promissory Note between the Company and The Management AB dated July 9, 2010

Filed with the SEC on August 16, 2010 as part of our Quarterly Report on Form 10-Q.

10.04

Nordic Advisory Board Agreement between the Company and Anders Sagadin dated December 1, 2010

Filed with the SEC on May 13, 2011 as part of our Quarterly Report on form 10-Q.

10.05

Nordic Advisory Board Agreement between the Company and Anders Rudlang dated December 1, 2010

Filed with the SEC on May 13, 2011 as part of our Quarterly Report on form 10-Q

10.06

First Extension to the Management AB Note dated January 9, 2011

Filed with the SEC on May 13, 2011 as part of our Quarterly Report on form 10-Q

10.07

Convertible Promissory Note between the Company and Asher Enterprises, Inc. dated March 15, 2011

Filed with the SEC on March 24, 2011 as part of our Current Report on Form 8-K.

10.08

Securities Purchase Agreement between the Company and Asher Enterprises, Inc. dated March 15, 2011

Filed with the SEC on March 24, 2011 as part of our Current Report on Form 8-K.

10.09

Subscription Agreement between the Company and Laurag Associates S.A. dated April 7, 2011.

Filed with the SEC on April 15, 2011 as part of our Annual Report on Form 10-K.

10.10

Second Extension to the Management AB Note dated April 9, 2011

Filed with the SEC on May 13, 2011 as part of our Quarterly Report on Form 10-Q.

10.11

Unsecured Promissory Note between the Company and Koryak Investments executed April 12, 2011

Filed with the SEC on May 13, 2011 as part of our Quarterly Report on Form 10-Q.

10.12

Securities Purchase Agreement between the Company and Asher dated May 19, 2011

Filed with the SEC on May 24, 2011 as part of our Current Report on Form 8-K.

10.13

Convertible Promissory Note dated May 19, 2011

Filed with the SEC on May 24, 2011 as part of our Current Report on Form 8-K.

10.14

Securities Purchase Agreement between the Company and Asher dated July 26, 2011

Filed with the SEC on July 28, 2011 as part of our Current Report on Form 8-K.

10.15

Convertible Promissory Note dated July 26, 2011

Filed with the SEC on July 28, 2011 as part of our Current Report on Form 8-K.

10.16  

Consulting Agreement between the Company and Simon Westbrook entered into on August 3, 2011.

Filed with the SEC on March 30, 2012 as part of our Annual Report on Form 10-K.

16.01

Letter from Former Accountant Kyle L. Tingle, CPA, LLC, dated August 4, 2010

Filed with the SEC on August 11, 2010 as part of our Current Report on Form 8-K.

21.01

List of Subsidiaries

Filed with the SEC on May 17, 2010 as part of our Current Report on Form 8-K.

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.

32.02

CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act

Filed herewith.

 101.INS*

XBRL Instance Document

Filed herewith.

101.SCH*

XBRL Taxonomy Extension Schema Document

Filed herewith.

101.CAL*

XBRL Taxonomy Extension Calculation Linkbase Document

Filed herewith.

101.LAB*

XBRL Taxonomy Extension Labels Linkbase Document

Filed herewith.

101.PRE*

XBRL Taxonomy Extension Presentation Linkbase Document

Filed herewith.

101.DEF*

XBRL Taxonomy Extension Definition Linkbase Document

Filed herewith.


*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.



3




SIGNATURES


Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.



POWRTEC INTERNATIONAL CORP.



Dated:  August 21, 2012

/s/ Grant Jasmin

By: Grant Jasmin

Its: President, Chief Executive Officer, and Secretary




Dated:  August 21, 2012

/s/ Simon Westbrook

By:  Simon Westbrook

Its:  Chief Financial Officer,  Principal Accounting Officer, and Treasurer



Pursuant to the requirement 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:




Dated:  August 21, 2012

/s/ Grant Jasmin

By:  Grant Jasmin

Its:  Director



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