UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
Amendment No. 1
X . ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2015
. 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: 000-53661
THE ENVIROMART COMPANIES, INC.
(Exact name of issuer as specified in its charter)
Delaware |
| 45-5529607 |
(State or Other Jurisdiction of |
| (I.R.S. Employer I.D. No.) |
incorporation or organization) |
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4 Wilder Dr., #7
Plaistow, NH 03865
(Address of Principal Executive Offices)
603-378-0809
(Registrants Telephone Number, Including Area Code)
Securities registered pursuant to Section 12(g) of the Exchange Act: Common stock, $0.0001 par value.
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes . No X .
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes . No X .
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 checkmark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Date 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 if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrants knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. 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 | . (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.
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The issuers common stock is currently quoted on the OTC Pink market. However, the issuer cannot estimate the aggregate market value of the issuers voting and non-voting common equity held as of June 30, 2015, the last day of the registrants most recently completed second fiscal quarter, by non-affiliates of the issuer, as the listing was not effective until after that date. As of April 14, 2016, there were 50,419,275 shares of $0.0001 par value common stock issued and outstanding.
EXPLANATORY NOTE
The purpose of this Amendment No. 1 on Form 10K/A to The Enviromart Companies, Inc.s annual report on Form 10K for the period ended December 31, 2015, filed with the Securities and Exchange Commission on April 14, 2016 (the Form 10K), is solely to furnish Exhibit 101 to the Form 10K in accordance with Rule 405 of Regulation ST.
No other changes have been made to the Form 10K. This Amendment No. 1 speaks as of the original filing date of the Form 10K, 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 original Form 10K.
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PART IV
ITEM 16. Exhibits
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| Incorporated by Reference | ||||
Exhibit | Exhibit Description | Filed Herewith | Form | Period Ending | Exhibit | Filing Date |
3.1 | Certificate of Incorporation, as amended |
| 10-Q |
| 3.1 | 01/23/2015 |
3.2 | By-Laws |
| 10 |
| 3.2 | 07/09/2012 |
4.1 | Specimen Stock Certificate |
| 10 |
| 4.1 | 07/09/2012 |
10.1 | Asset purchase agreement between registrant, Michael Rosa and SpillCon Solutions, Inc. |
| 8-K |
| 10.1 | 06/27/2013 |
10.2 | Asset purchase agreement between registrant, Michael Rosa and Remote Aerial Detection Systems, Inc. |
| 8-K |
| 10.2 | 06/27/2013 |
10.3 | Asset purchase agreement between registrant, Michael Rosa and EnviroPack Technologies, Inc. |
| 8-K |
| 10.3 | 06/27/2013 |
10.4 | Asset purchase agreement between registrant, Mark Ceaser and SorbTech Manufacturing, Inc. |
| 8-K |
| 4.01 | 09/27/2013 |
10.5 | Agreement between registrant and Network 1 Financial Securities, Inc. dated January 13, 2014 |
| 10-Q | 06/30/2014 | 10.5 | 08/19/2014 |
10.6 | Agreement between Mark Shefts, registrant and Michael Rosa dated July 14, 2014 |
| 10-Q | 09/30/2014 | 10.6 | 11/19/2014 |
10.7 | Amended and Restated Promissory Note with Rushcap Group effective May 29,2015 |
| 10-Q | 06/30/2015 | 10.7 | 08/14/2015 |
10.8 | Amended and Restated Purchase Order Financing Agreement with Rushcap Group effective May 29, 2015 |
| 10-Q | 06/30/2015 | 10.8 | 08/14/2015 |
10.9 | First Amended and Restated Convertible Note with Shefts Family LP dated January 21, 2015 |
| 10-Q | 03/31/2015 | 10.9 | 01/23/2015 |
10.10 | Convertible Note with Michael R. Rosa dated January 21, 2015 |
| 10-Q | 03/31/2015 | 10.10 | 01/23/2015 |
10.11 | Stock Purchase and Sale between Registrant, Enviromart Industries, Inc. and Michael R. Rosa, dated March 21, 2016 |
| 10-K | 12/31/2015 | 10.11 | 04/15/2016 |
31** | Certification of the Principal Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended |
| 10-K | 12/31/2015 | 31 | 04/15/2016 |
32 | Certification of the Principal Executive Officer pursuant to U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
| 10-K | 12/31/2015 | 32 | 04/15/2016 |
101 | XBRL | X |
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** Furnished, not filed
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
THE ENVIROMART COMPANIES, INC.
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Date: | 05/23/2016 |
| By: | /s/George R. Adyns |
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| George R. Adyns, President and CFO |
Pursuant to the requirements of 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.
THE ENVIROMART COMPANIES, INC.
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Date: | 05/23/2016 |
| By: | /s/George R. Adyns |
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| George R. Adyns, President and CFO (Principle Executive and Financial Officer) |
Date: | 05/23/2016 |
| By: | /s/Laurence King |
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| Laurence King, Chairman |
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