Amended Quarterly Report (10-q/a)
May 23 2018 - 6:14AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-Q/A
(Amendment No. 1)
[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 March 31, 2018
or
[ ]
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Transition
Report Pursuant 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 000-53988
DSG
GLOBAL, INC.
(Exact
name of registrant as specified in its charter)
Nevada
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26-1134956
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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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214
- 5455 152nd Street
Surrey,
British Columbia V3S 5A5, Canada
(Address
of principal executive offices, zip code)
(604)
575-3848
(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 [ ] No [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
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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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(Do
not check if smaller reporting company)
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Smaller
reporting company
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[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]
As
March 31, 2018, the issuer had 894,974,839 shares of common stock issued and outstanding.
Explanatory Note
The sole purpose of this Amendment No. 1
to the Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2018 of DSG Global, Inc. (the
“Company”) filed with the Securities and Exchange Commission on May 21, 2018 (the “Form 10-Q”)
is to furnish Exhibits 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T.
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.
Item
6. Exhibits
Exhibit
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Filed
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Filing
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Number
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Exhibit
Description
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Form
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Exhibit
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Date
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Herewith
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3.1.1
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Articles of Incorporation of the Registrant
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SB-2
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3.1
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10-22-07
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3.1.2
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Certificate of Change of the Registrant
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8-K
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3.1
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06-24-08
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3.1.3
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Articles of Merger of the Registrant
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8-K
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3.1
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02-23-15
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3.1.4
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Certificate of Change of the Registrant
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8-K
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3.2
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02-23-15
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3.1.5
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Certificate of Correction of the Registrant
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8-K
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3.3
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02-23-15
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3.2.1
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Bylaws of the Registrant
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SB-2
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3.2
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10-22-07
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3.2.2
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Amendment No. 1 to Bylaws of the Registrant
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8-K
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3.2
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06-19-15
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4.1
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Form of the Registrant’s common stock
certificate
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4.1.2
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DSG Global, Inc. 2015 Omnibus Incentive Plan
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10-Q
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10.3
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11-13-15
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10.1
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Subscription Agreement / Debt Settlement, dated September 26, 2014, between DSG TAG Systems Inc. and Westergaard Holdings Ltd.
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8-K
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10.1
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08-17-15
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10.2
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Addendum to Subscription Agreement / Debt Settlement, dated October 7, 2014, between DSG TAG Systems Inc. and Westergaard Holdings Ltd
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8-K
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10.2
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08-17-15
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10.3
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Second Addendum to Subscription Agreement / Debt Settlement, dated April 29, 2015, between DSG TAG Systems Inc. and Westergaard Holdings Ltd.
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8-K
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10.3
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08-17-15
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10.4
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Third Addendum to Subscription Agreement / Debt Settlement, dated August 11, 2015, between DSG TAG Systems Inc. and Westergaard Holdings Ltd.
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8-K
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10.4
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08-17-15
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10.5
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Letter from Westergaard Holdings Ltd., dated September 1, 2015, extending dates of redemption obligations.
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8-K
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10.1
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09-08-15
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10.6
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Letter from Westergaard Holdings Ltd., dated November 10, 2015, extending dates of redemption obligations
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10-Q
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10.1
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11-13-15
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Exhibit
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Filed
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Filing
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Number
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Exhibit
Description
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Form
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Exhibit
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Date
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Herewith
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10.7
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Letter from Westergaard Holdings Ltd., dated December 31, 2015, extending dates of redemption obligations
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8-K
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10.1
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03-09-16
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10.8
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Convertible Note of DSG TAG Systems Inc., dated March 31, 2015, payable to Adore Creative Agency, Inc.
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8-K
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10.5
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08-14-15
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10.9
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Convertible Note Agreement, dated August 25, 2015, between the Registrant and Jerry Katell, Katell Productions, LLC and Katell Properties, LLC
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10-Q
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10.2
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11-13-15
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10.10
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Agreement (TAG Touch) dated February 15, 2014 between DSG TAG Systems Inc. and DSG Canadian Manufacturing Corp.
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8-K
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10.1
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05-06-15
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10.11
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Loan agreement, dated October 24, 2014 between DSG TAG Systems Inc. and A.Bosa & Co (Kootenay) Ltd.
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10-K
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10.11
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05-02-16
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10.12
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Lease agreement (Modified), dated January 21, 2016 and February 1, 2016 between DSG TAG Systems Inc. and Benchmark Group
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10-K
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10.12
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05-02-16
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10.13
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Loan agreement, dated February 11, 2016 between DSG TAG Systems Inc. and Jeremy Yaseniuk
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10-K
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10.13
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05-02-16
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10.14
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Loan agreement, dated March 31, 2016 between DSG TAG Systems Inc. and E. Gary Risler
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10-K
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10.14
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05-02-16
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10.15
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Letter from Westergaard Holdings Ltd., dated April 29, 2016
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10-K
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10.15
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05-20-16
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10.16
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Security purchase agreement between DSG Global Inc. and Coastal Investment Partners, dated November 7 2016
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8-K
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10.16
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11-15-16
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10.17
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Letter of Resignation by Board Member Keith Westergaard
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10-Q
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10.17
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12-16-16
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21.1
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List of Subsidiaries
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10-K
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21.1
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05-02-16
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#
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The information
in this exhibit is furnished and deemed not filed with the Securities and Exchange Commission for purposes of section 18 of
the Exchange Act of 1934, as amended, and is not to be incorporated by reference into any filing of DSG Global, Inc. under
the Securities Act of 1933, as amended, or the Exchange Act of 1934, as amended, whether made before or after the date hereof,
regardless of any general incorporation language in such filing.
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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.
Date: May 23, 2018
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DSG Global Inc.
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(Registrant)
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By:
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/s/
Robert Silzer
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Robert Silzer
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Chief Executive Officer and Chief Financial
Officer
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(Principal Executive Officer and
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Principal Financial and Accounting Officer)
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