Amended Quarterly Report (10-q/a)
August 16 2018 - 6:23AM
Edgar (US Regulatory)
U.S.
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
10-Q/A
(First
Amendment
)
QUARTERLY
REPORT UNDER SECTION 13 OR 15(d)
OF
THE SECURITIES EXCHANGE ACT OF 1934
For
the quarterly period ended: June 30, 2018
File
No. 000-52522
SURGE
HOLDINGS, INC.
(Name
of small business issuer in our charter)
Nevada
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98-0550352
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(State or other jurisdiction
of
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(IRS Employer
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incorporation or
organization)
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Identification No.)
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3124
Brother Blvd 104, Bartlett TN 38133
(Address
of principal executive offices) (Zip Code)
Registrant’s
telephone number: (800) 760-9689
Indicate
by check mark whether the registrant: (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 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. (Check one):
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]
State
the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 85,339,256
shares of common stock outstanding as of August 14, 2018.
The
accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for
interim financial reporting and pursuant to the rules and regulations of the Securities and Exchange Commission (“Commission”).
While these statements reflect all normal recurring adjustments which are, in the opinion of management, necessary for fair presentation
of the results of the interim period, they do not include all of the information and footnotes required by generally accepted
accounting principles for complete financial statements. For further information, refer to the financial statements and footnotes
thereto, contained in SURGE HOLDINGS, INC.’s Form 10-K dated December 31, 2017 filed with the SEC on April 10, 2018 and
Form 8-K/A filed with the SEC on June 26, 2018.
Explanatory
Note
The
purpose of this First Amendment to Surge Holdings, Inc.’s Quarterly Report on Form 10-Q for the three months ending June
30, 2018 (the “Form 10-Q”), as filed with the Securities and Exchange Commission on August 14, 2018 is to furnish
Exhibits 101 to the Form 10-Q in accordance with Rule 201(c) and Rule 405 of Regulation S-T. Exhibits 101 provide the financial
statements and related notes from the Form 10-Q formatted in XBRL (eXtensible Business Reporting Language). This First Amendment
to the Form 10-Q also updates the Exhibit Index to reflect the furnishing of Exhibits 101.
No
other changes have been made to the Form 10-Q. This First Amendment to the Form 10-Q continues to speak 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 the disclosures made in the original Form 10-Q.
Item
6. Exhibits.
*
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Filed
as an exhibit to the original Form 10-Q for the quarter ended June 30, 2018, filed August 14, 2018.
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In
accordance with SEC rules, this interactive data file is deemed “furnished” and not “filed” for purposes
of Sections 11 or 12 of the Securities Act of 1933 and Section 18 of the Securities and Exchange Act of 1934, and otherwise
is not subject to liability under those sections or acts.
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SIGNATURES
In
accordance with 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.
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SURGE HOLDINGS, INC.
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Date:
August 16, 2018
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By:
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/s/ Kevin Brian Cox
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Kevin
Brian Cox
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Chief Executive Officer
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