Amended Quarterly Report (10-q/a)
19 Mai 2014 - 11:24PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-Q
/A
Amendment
No. 1
(Mark One)
[X]
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QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For
the quarterly period ended March 31, 2014
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or
[ ]
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TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For
the transition period from ________ to ________
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Commission
File No. 333-163579
ATTUNE
RTD, Inc.
(Exact name
of registrant as specified in its charter)
Nevada
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32-0212241
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(State
or other jurisdiction of
incorporation or organization)
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(I.R.S.
Employer
Identification No.)
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3111 Tahquitz
Canyon Way
Palm Springs,
California 92263
(Address
of principal executive offices, zip code)
(855)
274-6928
(Registrant’s
telephone number, including area code)
(Former name,
former address and former fiscal year, if changed since last report)
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 [ ] No [X]
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
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[ ]
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Accelerated
filer
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[ ]
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Non-accelerated
filer
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[ ]
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Smaller
reporting company
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[X]
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(Do
not check if a smaller reporting company)
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Indicate by check mark whether
the registrant is a shell company (as defined in Exchange Act Rule 12b-2 of the Exchange Act): Yes [ ] No [X]
As of March 31, 2014, there were
45,470,324 shares of the registrant’s Class A common stock, $0.00004897 par value per share, outstanding.
EXPLANATORY
NOTE
ATTUNE
RTD
(the “Company”) is filing this Amendment No. 1 (this “Amendment No. 1”) to its Quarterly Report
on Form 10-Q for the quarter ended March 31, 2014 (the “Form 10-Q”), originally filed with the Securities and Exchange
Commission on May 15, 2014, for the sole purpose of furnishing the Interactive Data File with detailed note tagging as Exhibit
101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T. Exhibit 101 provides the financial statements and related
notes in the Form 10-Q formatted in XBRL (eXtensible Business Reporting Language).
No other changes have been made to the Company’s
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.
EXHIBIT INDEX
Exhibit
No.
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Description
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3.1
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Amendment
to the Articles of Incorporation*
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3.2
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Bylaws**
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31.1
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Certification
of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.***
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31.2
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Certification
of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.***
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32.1
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Certification
of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.***
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32.2
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Certification
of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.***
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101.INS
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XBRL Instance Document
†
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101.SCH
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XBRL Taxonomy Extension Schema
†
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101.CAL
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XBRL Taxonomy Extension Calculation
Linkbase †
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101.DEF
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XBRL Taxonomy Extension Definition
Linkbase †
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101.LAB
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XBRL Taxonomy Extension Label Linkbase †
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101.PRE
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XBRL Taxonomy Extension Presentation
Linkbase †
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*
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Filed
with and incorporated by reference to the company’s Form 10-K (File No. 000-54518), as filed with the Securities and
Exchange Commission on April 8, 2013.
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**
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Filed
with and incorporated by reference to the Company’s Registration Statement on Form S-1, as amended (File No. 333-163570),
as filed with the Securities and Exchange Commission on December 8, 2009.
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***
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These
Exhibits were previously included in Attune RTD’s Quarterly Report on Form 10-Q for the Quarterly period ended March
31, 2014, filed with the Securities and Exchange Commission on May 15, 2014.
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†
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In
accordance with Regulation S-T, the XBRL related information on Exhibit No. 101 to this Quarterly Report on Form 10-Q shall
be deemed “furnished” herewith not “filed”.
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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.
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ATTUNE
RTD, INC.
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Date:
May 19, 2014
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By:
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/s/
Kenneth J. Miller Jr.
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Kenneth
J. Miller, Jr.
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Chief
Executive Officer and Principal Financial Officer
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