Attached files

file filename
EXCEL - IDEA: XBRL DOCUMENT - WebXU, Inc.Financial_Report.xls

 

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q/A

 

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

For the Quarterly period ended June 30, 2012

 

[  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Commission File No. 000-53095

 

WEBXU, INC.

(Exact Name of Registrant as specified in its charter)

 

Delaware   26-0460511
(State or other jurisdiction   (IRS Employer File Number)
of incorporation)    

 

11999 San Vicente Blvd., Suite 400    
Los Angeles, CA   90049
(Address of principal executive offices)   (zip code)

 

(310) 807-1765

(Registrant's telephone number, including area code)

 

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 [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 (Section 232.405 of this chapter) during the preceding 12 months (or such shorter period that the registrant was required to submit and post such files. Yes [X] No [  ]

 

Indicate by check mark whether the registrant is a large accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” and “small reporting company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer [  ] Accelerated filer [  ]
Non-accelerated filer [  ] (Do not check if a smaller reporting company) 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]

 

The number of shares outstanding of the Registrant's common stock, as of the latest practicable date, August 10, 2012, was 23,590,538.

 

 

 

 
 

 

EXPLANATORY NOTE 

 

The sole purpose of this Amendment No. 1 to the Quarterly Report on Form 10-Q (the “Form 10-Q”) of WebXU, INC., for the period ended June 30, 2012, filed with the Securities and Exchange Commission on August 21, 2012, is to furnish Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T. Exhibit 101 to the Form 10-Q provides the financial statements and related notes from the Form 10-Q formatted in XBRL (eXtensible Business Reporting Language).

 

No other changes have been made to the 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 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

 

Exh. No.   Description
     
3.1   Certificate of Incorporation, as amended (1)
     
3.2   Bylaws (1)
     
10.1   Amended Employment Agreement between WebXU, Inc. and John Ellis, dated April 27, 2012 (2)
     
10.2   Letter Agreement among WebXU, Inc., Evolved Technology, LLC, Ryan Poelman and PC Global Investments LLL, dated May 14, 2012. (3)
     
10.3   Amendment No. 1 to Loan Agreement between WebXU, Inc., Bonus Interactive Inc., WebXU Media. Inc., Lot6 Media, Inc., and Breakwater Structured Growth Opportunities Fund L.P., dated May 18, 2012.(4)
     
10.4   Senior Secured Promissory Note issued by WebXU, Inc., Bonus Interactive Inc., WebXU Media. Inc., Lot6 Media, Inc., and Breakwater Structured Growth Opportunities Fund L.P., dated May 18, 2012.(4)
     
10.5   Warrant to Purchase Common Stock issued by WebXU, Inc. to Breakwater Structured Growth Opportunities Fund L.P., dated May 18, 2012.(4)
     
10.6   First Amendment to Pledge and General Security Agreement between WebXU, Inc., Bonus Interactive Inc., WebXU Media. Inc., Lot6 Media, Inc., and Breakwater Structured Growth Opportunities Fund L.P., dated May 18, 2012.(4)
     
10.7   Management Agreement dated May 23,but executed on May 25, 2012, with AJTJ Capital LLC. (5)
     
10.8   Restricted Stock Agreement dated May 23,but executed on May 25, 2012, with AJTJ Capital LLC. (5)

 

31.1  

Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act * 

     
31.2   Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act *
     
32.1   Certification of the Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act *
     
32.2   Certification of the Principal Financial and Accounting Officer pursuant to Section 906 of the Sarbanes-Oxley Act*
     
101  

The following financial statements from the WebXU, Inc. Quarterly Report on Form 10-Q for the quarter ended June 30, 2012 formatted in Extensive Business Reporting Language (XBRL):

(i) Balance Sheets; (ii) Statements of Operations; (iii) Statements of Cash Flows; and (iv) the Notes to the condensed consolidated financial statements.*

     
101.INS*    XBRL Instance Document 
101.SCH*   XBRL Taxonomy Extension Schema Document 
101.CAL*    XBRL Taxonomy Extension Calculation Linkbase Document 
101.DEF*    XBRL Taxonomy Extension Definition Linkbase Document 
101.LAB*    XBRL Taxonomy Extension Label Linkbase Document   
101.PRE*    XBRL Taxonomy Extension Presentation Linkbase Document 

 

*   Filed herewith.

 

(1)   Filed on July 27, 2011 as an exhibit to our Current Report on Form 8-K, and incorporated by reference.
     
(2)   Filed on May 2, 2012 as an exhibit to our Current Report on Form 8-K, and incorporated by reference.
     
(3)   Filed on May 16, 2012 as an exhibit to our Current Report on Form 8-K, and incorporated by reference.
     
(4)   Filed on May 24, 2012 as an exhibit to our Current Report on Form 8-K, and incorporated by reference.
     
(5)   Filed on June 1, 2012 as an exhibit to our Current Report on Form 8-K, and incorporated by reference.

 

 
 

 

 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.

 

 Date: September 6, 2012 By: /s/ Matt Hill
    Matt Hill, Chief Executive Officer
    (Principal Executive Officer)

 

 Date: September 6, 2012 By: /s/ Jeffrey Aaronson
    Jeffrey Aaronson, Chief Financial Officer
    (Principal Financial and Accounting Officer)