Amended Quarterly Report (10-q/a)
November 16 2012 - 7:42AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(Amendment No. 1)
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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 September
30, 2012
OR
¨
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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: 000-53283
CHINA ENERGY RECOVERY, INC.
(Exact Name of Registrant as Specified in
Its Charter)
Delaware
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90-0459730
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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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Building#26, No. 1388 Zhangdong Road,
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Zhangjiang Hi-tech Park
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Shanghai, China
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201203
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(Address of Principal Executive Offices)
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(Zip Code)
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+86 (0)21 2028-1866
(Registrant's Telephone Number, Including
Area Code)
(Former Name, Former Address and Former
Fiscal Year, if Changed Since Last Report)
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 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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Smaller reporting company
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x
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(Do not check if a smaller reporting company)
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 shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
¨
No
x
Number of shares outstanding of the registrant's
common stock as of October 31, 2012:
31,072,061 shares of Common Stock, $0.001
par value per share
Explanatory Note
The purpose of this Amendment No. 1 to the Registrant’s
Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2012, filed with the Securities and Exchange Commission
on November 14, 2012 (the “Form 10-Q”), is solely to correct Exhibit 101 to the Form 10-Q which contains 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.
Item 6 Exhibits
Exhibits:
10.1*
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Equipment procurement contract with Greatwall dated August 09, 2012
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10.2*
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Equipment sales contract with Greatwall dated August 09, 2012
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10.3*
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Integration credit agreement with Bank of Shanghai dated September 11, 2012
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10.4*
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Zhenjiang Kailin Guarantee contract dated October 17, 2012
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31.1
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Certification of Chief Executive Officer Pursuant to Rules 13a-14 and 15d-14 of the Securities Exchange Act of 1934
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31.2
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Certification of Chief Financial Officer Pursuant to Rules 13a-14 and 15d-14 of the Securities Exchange Act of 1934
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32.2
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Certification of Chief
Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002
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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
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101.CAL
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XBRL Taxonomy Extension Calculation Linkbase
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101.DEF
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XBRL Taxonomy Extension Definition Linkbase
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101.LAB
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XBRL Taxonomy Extension Label Linkbase
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101.PRE
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XBRL Taxonomy Extension Presentation Linkbase
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_________
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·
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Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the quarterly period ended September 30,
2012, filed on November 14, 2012
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Pursuant to the requirements of Section
13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this amended report to be signed on its behalf
by the undersigned, thereunto duly authorized.
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CHINA ENERGY RECOVERY, INC.
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November
16
, 2012
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By:
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/s/ Qinghuan Wu
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Qinghuan Wu
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Chief Executive Officer
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November
16, 2012
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By:
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/s/ Simon Dong
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Simon Dong
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Acting Chief Financial Officer
(Principal Financial Officer)
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