UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2018
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 333-60608
JANEL CORPORATION
(Exact name of registrant as specified in its charter)
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Nevada
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86-1005291
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(State or other jurisdiction of
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(I.R.S. Employer
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incorporation or organization)
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Identification No.)
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303 Merrick Road - Suite 400
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Lynbrook, New York
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11563
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(Address of principal executive offices)
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(Zip Code)
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Registrant's telephone number, including area code: (516) 256-8143
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 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 x
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.
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Large accelerated filer
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☐
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Accelerated filer
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☐
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Non-accelerated filer
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☐
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Smaller reporting company
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☒
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(Do not check if a smaller reporting company)
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Emerging growth company
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☐
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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
The number of shares of Common Stock outstanding as of May 21, 2018 was 567,951.
EXPLANATORY NOTE
The sole purpose of this Amendment No. 1 on Form 10-Q/A ("Amendment No. 1") to Janel Corporation's Quarterly Report on Form 10-Q for the period ended March 31, 2018, as filed with the Securities and Exchange Commission on May 21, 2018 (the "Form 10-Q"), is to furnish the interactive data file attached hereto as Exhibit 101 in accordance with Rule 405 of Regulation S-T. Exhibit 101 to this Amendment No. 1 furnishes the unaudited consolidated financial statements and related unaudited notes to consolidated financial statements formatted in Extensible Business Reporting Language (XBRL).
Janel Corporation is filing Exhibit 101 in accordance with the temporary hardship exemption provided by Rule 201 of Regulation S-T, which extended the date by which the interactive data file is required to be submitted by six business days.
No other changes have been made to the Form 10-Q. This Amendment No. 1 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 Form 10-Q.
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ITEM 6.
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EXHIBIT INDEX
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Exhibit No.
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2.1
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10.1
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10.2
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31.1
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31.2
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32.1
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101
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Interactive data files providing financial information from the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2018 in XBRL (Extensible Business Reporting Language) pursuant to Rule 405 of Regulation S-T: (i) Consolidated Balance Sheets as of March 31, 2018 and September 30, 2017, (ii) Consolidated Statements of Operations for the three and six months ended March 31, 2018 and 2017, (iii) Consolidated Statement of Changes in Stockholders' Equity for the six months ended March 31, 2018, (iv) Consolidated Statements of Cash Flows for the six months ended March 31, 2018 and 2017, and (v) Notes to Consolidated Financial Statements
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*
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Previously filed
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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.
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Dated: May 22, 2018
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JANEL CORPORATION
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Registrant
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/s/ Brendan J. Killackey
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Brendan J. Killackey
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President and Chief Executive Officer
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(Principal Executive Officer)
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EXHIBIT INDEX
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Exhibit No.
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Description
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101
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Interactive data files providing financial information from the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2018 in XBRL (Extensible Business Reporting Language) pursuant to Rule 405 of Regulation S-T: (i) Consolidated Balance Sheets as of March 31, 2018 and September 30, 2017, (ii) Consolidated Statements of Operations for the three and six months ended March 31, 2018 and 2017, (iii) Consolidated Statement of Changes in Stockholders' Equity for the six months ended March 31, 2018, (iv) Consolidated Statements of Cash Flows for the six months ended March 31, 2018 and 2017, and (v) Notes to Consolidated Financial Statements
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