UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

 

Amendment No. 1

to

FORM 10-Q

 

(MARK ONE)

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

For the quarterly period ended June 30, 2018

 

OR

 

☐      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT      

For the transition period from ______________ to ______________

 

Commission file number: 001-51554

 

GREENBOX POS LLC

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

 

Nevada

22-3962936

(State or other jurisdiction of incorporation or organization)

(IRS Employer Identification Number)

 

2305 Historic Decatur Rd., Suite 100

San Diego, CA

92106

 (Address of principal executive offices)

 (Zip Code)

 

Issuer’s telephone number: (213 ) 625-1200

 

ASAP Expo, Inc.

(Former Name of Registrant)

 

Check whether the issuer (1) filed all reports required to be filed by Section 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 ☒    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 ☐

 

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.

 

Large accelerated filer ☐

Accelerated filer ☐

Non-accelerated filer ☐ (Do not check if a smaller reporting

Smaller reporting company ☒ 

company)

Emerging growth company ☐

 

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. ☐

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐   No ☒

 

Number of shares outstanding of the issuer’s classes of common equity, as of September 4, 2018, 158,890,363 Shares of Common Stock (One Class)

 

Transitional Small Business Disclosure Format: Yes ☐    No ☒ 

 

 
 

 

 

Explanatory Note

 

GreenBox POS LLC, a Nevada corporation, (the "Company"), is making this Amendment No. 1 to its Quarterly Report on Form 10-Q for the quarter ended June 30, 2018, solely to correct an error the Company made when the Company erroneously checked the "Yes" box on the cover of its Quarterly Report on Form 10-Q for the quarter ended June 30, 2018 (filed with the Securities and Exchange Commission on September 6, 2018), erroneously indicating that the Company was a shell company.  In checking the box that the Company is not a shell company in this Amendment No. 1 to its Quarterly Report on Form 10-Q, the Company confirms that it is not a shell company (as defined in Rule 405 of the Securities Act of 1933, as amended, and in Rule 12b-2 of the Securities Exchange Act of 1934, as amended).

 

Item 13. Exhibits and Reports on Form 8-K

 

(a) Exhibits Furnished.

 

Exhibit #31.1 –   Certification Pursuant To Section 302 of the Sarbanes-Oxley Act of 2002.

 

Exhibit #31.2 –   Certification Pursuant To Section 302 of the Sarbanes-Oxley Act of 2002.

 

 

 
 

 

 

 

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.

 

 

GREENBOX POS LLC

(Registrant)

 

 

 

 

 

 

 

 

 

Date: September 7, 2018

By:

/s/ Ben Errez

 

 

 

Ben Errez

 

 

 

Executive Vice President

 

 

 

 

 

 

 

/s/ Fredi Nisan

 

 

 

Fredi Nisan

 

 

 

Chief Executive Officer