UNITED STATES SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(Amendment No. 1)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT 1934
For the quarterly period ended September 30, 2015
Commission File No. 0-22179
GUIDED THERAPEUTICS, INC.
(Exact Name of Registrant as Specified in Its Charter)
|
Delaware (State or other jurisdiction of incorporation or organization) |
58-2029543 (I.R.S. Employer Identification No.) |
|
5835 Peachtree Corners East, Suite D Norcross, Georgia 30092 (Address of principal executive offices) (Zip Code) |
(770) 242-8723
(Registrant’s telephone number, including area code)
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 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 definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-12 of the Exchange Act (Check one):
Large Accelerated filer _____ Accelerated filer ____ Non-accelerated filer_____ 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]
As of October 30, 2015, the registrant had outstanding 163,741,755 shares of Common Stock.
| 1 |
EXPLANATORY NOTE
The purpose of this Amendment No. 1 to our Quarterly Report on Form 10-Q for the period ended September 30, 2015 (the “Original Filing”), originally filed with the Securities and Exchange Commission on November 12, 2015, is to correct an error on the cover page of the Original Filing. We originally erroneously indicated by check mark that we had not filled all reports as required by the SEC within the past 12 months, and we are filing this amendment to check the box for yes instead.
In addition, as required by Rule 12b-15 under the Securities Exchange Act of 1934, as amended, we are filing new certifications by our principal executive officer/principal financial officer as exhibits to this Amendment No. 1.
This Amendment No. 1 does not change any of the other information contained in the Original Filing. Other than as specifically set forth herein, this Amendment No. 1 continues to speak as of the date of the Original Filing and we have not updated or amended the disclosures contained therein to reflect events that have occurred since the date of the Original Filing. Accordingly, this Amendment No. 1 should be read in conjunction with our filings made with the SEC subsequent to the date of the Original Filing.
ITEM 6. EXHIBITS
| Exhibit Number | Exhibit Description |
| 31 | Rule 13a-14(a)/15d-14(a) Certification |
| 32 | Section 1350 Certification |
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| GUIDED THERAPEUTICS, INC. | |
|
/s/ Gene S. Cartwright | |
|
By: |
Gene S. Cartwright |
| President, Chief Executive Officer and | |
| Acting Chief Financial Officer | |
|
Date: |
December 17, 2015 |
| 2 |
Exhibit 31
Rule 13a-14(a) / 15(d)-14(a) Certification
I, Gene S. Cartwright, certify that:
| 1. | I have reviewed this amended quarterly report on Form 10-Q/A of Guided Therapeutics, Inc. for the quarter ending September 30, 2015; and |
| 2. | Based on my knowledge, this amended quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this amended quarterly report. |
| Date: December 17, 2015 |
/s/ Gene S. Cartwright Gene S. Cartwright Chief Executive Officer, President and acting Chief Financial Officer |
EXHIBIT 32
SECTION 1350 CERTIFICATION
In connection with the amended Quarterly Report of Guided Therapeutics, Inc. (the "Company") on Form 10-Q/A for the quarter ended September 30, 2015, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Gene S. Cartwright, President, Chief Executive Officer and acting Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Sec. 1350, as adopted pursuant to Sec 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge and belief:
| (1) | the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
| (2) |
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
Date: December 17, 2015
| /s/ Gene S. Cartwright |
| Name: Gene S. Cartwright |
| Title: President, Chief Executive Officer and acting Chief Financial Officer |