Amended Quarterly Report (10-q/a)
June 30 2020 - 4:36PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-Q/A
(Amendment
No. 1)
(Mark
One)
[X]
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the quarterly period ended: March 31, 2020
OR
[ ]
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the transition period from ______________ to ______________
Commission
File Number 000-55098
SYNERGY
CHC CORP.
(Exact
name of registrant as specified in its charter)
Nevada
|
|
99-0379440
|
(State
or other jurisdiction of
incorporation or organization)
|
|
(IRS
Employer
Identification No.)
|
865
Spring Street, Westbrook Maine 04092
(Address
of principal executive offices and zip code)
(615)
939-9004
(Registrant’s
telephone number, including area code)
Securities
registered pursuant to Section 12(b) of the Act: None
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 every Interactive Data File required to be submitted pursuant
to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or such shorter period that the
registrant was required to submit such files). Yes [X] 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 [X]
|
Smaller
reporting company [X]
|
|
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
[X]
As
of June 20, 2020, there were approximately 89,889,074 shares of the registrant’s common stock issued and outstanding.
EXPLANATORY
NOTE
The
sole purpose of this Amendment No. 1 (the “Amendment”) to the Quarterly Report on Form 10-Q of Synergy CHC Corp. (the
“Company”) that was filed with the U.S. Securities and Exchange Commission (the “SEC”) on June 29, 2020
(the “Quarterly Report”) is to add this Explanatory Note regarding our reliance on SEC Release No. 34-88465 (the “SEC
Order”) issued by the SEC on March 25, 2020, under Section 36 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), in connection with the filing of the Quarterly Report. The SEC Order provides conditional relief to public companies
that are unable to timely comply with their filing obligations as a result of the novel coronavirus (“COVID-19”) outbreak
by extending, subject to the conditions of the SEC Order, the filing deadline by up to 45 days for certain Exchange Act reports
due on or before July 1, 2020.
As
previously disclosed in the Company’s Current Report on Form 8-K filed with the SEC on May 12, 2020, the Company determined
to rely on the relief provided by the SEC Order to delay the filing of the Quarterly Report due to circumstances related to the
COVID-19 pandemic.
The
unprecedented outbreak of COVID-19 in the United States caused the closing of the Company’s offices and required the Company’s
internal staff, outside accountants and independent registered public accounting firm to work remotely, resulting in the disruption
of the Company’s operations and business. Thus, the Company was unable to timely prepare and file the Quarterly Report that
was due May 15, 2020 (the “Original Due Date”), and therefore the Company elected to rely on the conditional filing
relief provided under the SEC Order.
No
other changes have been made to the Quarterly Report, except that Part II, Item 6 of the Quarterly Report is also being amended
to refer to the updated Exhibit Index that is included herein for the purpose of including abbreviated officer certifications
that are being filed herewith. This Form 10-Q/A speaks as of the original filing date of the Quarterly Report and has not been
updated to reflect events occurring subsequent to the original filing date.
Item
6. Exhibits.
EXHIBIT
INDEX
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.
|
SYNERGY
CHC CORP.
|
|
|
|
Date:
June 30, 2020
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By:
|
/s/
Jack Ross
|
|
|
Jack
Ross
|
|
|
Principal
Financial and Chief Accounting Officer
|
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