Attached files

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EX-3 - Medytox Solutions, Inc.med10qa112112ex39.htm
EX-3 - Medytox Solutions, Inc.med10qa112112ex38.htm
EX-31 - Medytox Solutions, Inc.med10qa112112ex311.htm
EX-31 - Medytox Solutions, Inc.med10qa112112ex312.htm
EX-32 - Medytox Solutions, Inc.med10qa112112ex322.htm
EX-32 - Medytox Solutions, Inc.med10qa112112ex321.htm
EX-10 - Medytox Solutions, Inc.med10qa112112ex1011.htm
EX-10 - Medytox Solutions, Inc.med10qa112112ex1010.htm

UNITED STATES
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 September 30, 2012

[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from

Commission File No.:  333-138251

MEDYTOX SOLUTIONS, INC.

(Exact name of registrant as specified in its charter)

Nevada

(State or other Jurisdiction of

Incorporation or Organization)

54-2156042

(I.R.S. Employer

 Identification No.)

 

 

400 South Australian Avenue

8th Floor

West Palm Beach, Florida

33401

(Address of Principal Executive Offices)

(Zip Code)

 

 

(561) 855-1626

(Registrant's telephone number, including area code)

 

 

 

(Former name, former address and former
fiscal year, if changed since last report)

 

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 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.

[X] 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  [X] No


 

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

(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  [X] No

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date:  At November 12, 2012, there were 27,374,800 shares of common stock, par value $0.0001 per share, of the Registrant issued and outstanding.  

 



This Amendment to the Quarterly Report on Form 10-Q/A (the “Amendment”) amends the Quarterly Report on Form 10-Q of Medytox Solutions, Inc. (the “Company”) for the quarter ended September 30, 2012 (the “Original Filing”), that was originally filed with the U.S. Securities and Exchange Commission on November 19, 2012, for the sole purpose of including exhibits that were inadvertently omitted from the Original Filing.


Except as described above, the Amendment does not modify or update the disclosures presented in, or exhibits to, the Original Filing in any way. Those sections of the Original Filing that are unaffected by the Amendment are not included herein. The Amendment continues to speak as of the date of the Original Filing. Furthermore, the Amendment does not reflect events occurring after the filing of the Original Filing. Accordingly, the Amendment should be read in conjunction with the Original Filing, as well as the Company’s other filings made with the SEC pursuant to Section 13(a) or 15(d) of the Exchange Act subsequent to the filing of the Original Filing.

Item 6.

Exhibits.


Exhibit

Description

3.7

Certificate of Designation for the Series B Non-Convertible Preferred Stock, par value $.0001 per share, of Medytox Solutions, Inc.1

3.8

Certificate of Designation for the Series C Convertible Preferred Stock, par value $.0001 per share, of Medytox Solutions, Inc.

3.9

Amendment to By-laws of Medytox Solutions, Inc.

10.5

Amendment No. 1 to Senior Secured Revolving Credit Facility Agreement, dated as of July 31, 2012, among Medytox Solutions, Inc., Medytox Medical Marketing & Sales, Inc., Medytox Diagnostics, Inc., PB Laboratories, LLC and TCA Global Credit Master Fund, LP.1

10.6

Amended and Restated Revolving Promissory Note, dated July 31, 2012, issued by Medytox Solutions, Inc. to TCA Global Credit Master Fund, LP.1

10.7

Amendment to Promissory Note, dated as of July 27, 2012, between Medytox Solutions, Inc. and Valley View Drive Associates, LLC1

10.8

Amendment to Convertible Promissory Note, dated as of July 27, 2012, between Medytox Solutions, Inc. and Valley View Drive Associates, LLC1

10.9

Amendment to Security Agreement, dated as of July 27, 2012, among Medytox Solutions, Inc., Medytox Medical Management Solutions Corp. and Medytox Institute of Laboratory Medicine, Inc. in favor of Valley View Drive Associates, LLC1

10.10

Membership Interest Purchase Agreement, dated as of October 31, 2012, between Medytox Diagnostics, Inc. and Marylu Villasenor Hall

10.11

Secured Promissory Note , dated October 31, 2012, in the amount of $150,000, issued by Medytox Diagnostics, Inc. to Marylu Villasenor Hall

31.1

Section 302 CEO Certification

31.2

Section 302 CFO Certification

32.1

Section 906 CEO Certification

32.2

Section 906 CFO Certification



2


1  Incorporated herein by reference from the Company's Form 8-K filed on August 15, 2012.


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.



 

       Medytox Solutions, Inc.

 

 

 

 

Date:  November 21, 2012

By: 

/s/ William G. Forhan

 

 

 

William G. Forhan, CEO, and Chairman

(Principal Executive Officer)

 

 

 

 

 

 

By: 

/s/ Jace Simmons

 

 

 

Jace Simmons, Chief Financial Officer
(Principal Financial and Accounting Officer)

 




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