Amended Quarterly Report (10-q/a)
October 18 2019 - 1:27PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q/A
(Amendment No.
2)
(Mark One)
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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
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June
30, 2019
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OR
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o
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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 number
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000-49671
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MODULAR
MEDICAL, INC.
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(Exact
Name of Registrant as Specified in its Charter)
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Nevada
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87-0620495
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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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800
West Valley Parkway, Suite 203, Escondido, California 92025
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(Address
of Principal Executive Offices) (Zip Code)
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(949)
370-9062
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(Registrant’s
Telephone Number, Including Area Code)
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N/A
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(Former
Name, Former Address and Former Fiscal Year, if Changed Since Last Report)
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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 o
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 x No o
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.
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Large
accelerated filer o
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Accelerated
filer o
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Non-accelerated
filer o
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Smaller
reporting company x
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Emerging
growth company x
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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. o
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
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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The
number of outstanding shares of the registrant’s common stock, par value $0.001 per share, was 17,820,261 as of October
17, 2019.
EXPLANATORY
NOTE
Modular Medical, Inc. filed its Quarterly
Report on Form 10-Q for the quarter ended June 30, 2019 with the Securities and Exchange Commission on August 14, 2019 (the “Original
Filing”). The Original Filing was subsequently amended on Form 10-Q/A on August 21, 2019 (the “Amended Filing”).
We are filing this Amendment No. 2 (this “Amended Filing No. 2”) on Form 10-Q/A to amend the Amended Filing. The purpose
of this Amended Filing No. 2 is to revise Item 4 of Part I of the Amended Filing. This Amended Filing No. 2 does not otherwise
modify or update disclosures in the Amended Filing or change our previously reported financial statements and other financial
disclosures.
Unless
expressly indicated or the context requires otherwise, the terms “Modular Medical, Inc.,” “Modular Medical,”
“Company,” “we,” “us,” and “our” in this refer to Modular Medical, Inc. (f/k/a
Bear Lake Recreation, Inc.), a Nevada corporation, and may include Modular Medical, Inc.’s wholly-owned subsidiary, Quasuras,
Inc., a Delaware corporation.
PART I—FINANCIAL
INFORMATION
Item 4. Controls
and Procedures
Disclosure
Controls and Procedures.
Our management
is responsible for establishing and maintaining adequate internal control over our financial reporting. Because of inherent limitations,
internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness
to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree
of compliance with the policies or procedures may deteriorate.
Under the supervision
and with the participation of our management, including our Chief Executive Officer, we conducted an evaluation of the effectiveness
of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities
Exchange Act of 1934. Based upon that evaluation, our management concluded that our Company’s disclosure controls and procedures
were not effective as of the end of the period covered by this report, as noted below in management’s report on internal control
over financial reporting.
Changes in
Internal Control over Financial Reporting.
During the three
months ended June 30, 2019, there was no change in our internal control over financial reporting that has materially affected,
or is reasonably likely to materially affect, our internal control over financial reporting.”
Management’s
Report on Internal Control over Financial Reporting
Our management
assessed the effectiveness of our internal control over financial reporting as of March 31, 2019. In making this assessment, it
used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) in Internal
Control-Integrated Framework. Based on its evaluation, our management concluded that there were material weaknesses in our internal
control over financial reporting and concluded that our internal controls over financial reporting were not effective as of March
31, 2019. A material weakness is a deficiency, or a combination of control deficiencies, in internal control over financial reporting
such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not
be prevented or detected on a timely basis.
The material
weaknesses related to inadequate internal controls over financial reporting, and the lack of segregation of duties in our financial
reporting process. We do not have a separately designated audit committee or independent director. To remediate these material
weaknesses, we hired a full-time accounting manager to assist in remedying weaknesses by implementing new policies and procedures
to ensure effective internal control over financial reporting.
Part II - OTHER INFORMATION
Item 6. Exhibits
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.
MODULAR MEDICAL,
INC.
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Date:
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October
18, 2019
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By:
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/s/ Paul
M. DiPerna
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Paul
M. DiPerna
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Chief
Executive Officer, Chief Financial Officer,
Secretary, Treasurer and Director
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(principal executive,
financial and accounting officer)
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