UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(Mark One)
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x
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the quarterly period ended June 30, 2011
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from _____________ to ___________
Commission file number 00-10039
NEUMEDIA, INC.
(Exact name of Registrant as Specified in Its Charter)
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Delaware
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22-2267658
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(State or Other Jurisdiction of Incorporation or Organization)
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(I.R.S. Employer Identification No.)
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2000 Avenue of the Stars, Suite 410, Los Angeles, CA
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90067
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(Address of Principal Executive Offices)
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(Zip Code)
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(310) 601-2500
(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 (§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 ¨
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 definition of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
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Large Accelerated filer ¨
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Accelerated filer ¨
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Non-accelerated filer ¨
(do not check if a smaller reporting company)
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Smaller reporting company x
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x
On August 19, 2011, there were 43,673,458 shares of the Registrant’s common stock, par value $0.0001 per share, issued and outstanding.
Explanatory Note
The purpose of this Amendment No. 1 to NeuMedia, Inc.’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2011, filed with the Securities and Exchange Commission on August 22, 2011 (the “Form 10-Q”), is solely to furnish Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T. Exhibit 101 to this report provides the consolidated 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 original 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.
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Item 6.
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Exhibits.
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3.1
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Certificate of Incorporation*
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3.2
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Bylaws*
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31.1
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Certification of Chief Executive Officer pursuant to Section 302 of the SOX of 2002*
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31.2
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Certification of Chief Financial Officer pursuant to Section 302 of the SOX of 2002*
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32.1
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Certificate of Chief Executive Officer pursuant to 18 U.S.C.ss.1350*
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32.2
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Certificate of Chief Financial Officer pursuant to 18 U.S.C.ss.1350*
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101.INS
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XBRL Instance Document
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101.SCH
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XBRL Taxonomy Extension Schema Document
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101.CAL
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XBRL Taxonomy Extension Calculation Linkbase Document
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101.DEF
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XBRL Taxonomy Extension Definition Linkbase Document
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101.LAB
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XBRL Taxonomy Extension Label Linkbase Document
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101.PRE
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XBRL Taxonomy Extension Presentation Linkbase Document
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* These exhibits were previously included or incorporated by reference in NeuMedia Inc.’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2011, filed with the Securities and Exchange Commission on August 22, 2011.
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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NeuMedia, Inc.
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Date: August 29, 2011
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By:
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/s/ Peter Adderton
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Peter Adderton
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Interim Chief Executive Officer
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(Authorized Officer and Principal Executive Officer)
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Date: August 29, 2011
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By:
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/s/ Lisa Lucero
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Lisa Lucero
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CFO, Twistbox Entertainment, Inc.
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(Principal Financial Officer)
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