Washington, D.C. 20549

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FORM 10-Q/A 

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 Amendment No. 1

 

☒  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
 

 ACT OF 1934

 

For the quarterly period ended: November 30, 2019
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:  333-234048

 

MJ Harvest, Inc.

 (Exact name of registrant as specified in its charter)

 

NEVADA   82-3400471
(State or Other Jurisdiction   (I.R.S. Employer
of Incorporation)   Identification No.)

 

9205 W. Russell Road, Suite 240, Las Vegas, Nevada 89139

(Address of Principal Executive Office) (Zip Code)

 

(954) 519-3115

(Registrant's telephone number, including area code)

 

N/A

(Former name, former address and former fiscal year, if changed since last report)

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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 ☐ 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 the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer ☐     Accelerated filer ☐  
Non-accelerated filer ☐     Smaller reporting company ☒  
Emerging growth company ☒          

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

☐ Yes ☒ No 

 

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. ☐

 

The number of shares of the issuer's Common Stock outstanding as of January 14, 2020, is 20,031,268. 

 
 

 Explanatory Note

 

This Amendment No. 1 to the Form 10-Q for the quarter ended November 30, 2019 is filed to correct an error.  The box indicating that the Company is a “Shell Company” as defined in Rule 12-b2 of the Exchange Act, was inadvertently checked “Yes” and should have been checked “No”.  The Company is not a “Shell Company” as defined in Rule 12b-2 of the Exchange Act.  MJ Harvest is an operating company with operating assets and an ongoing business.  

 

 
 

Item 6.  Exhibits. 

 

The following documents are included as exhibits to this report:

 

(a) Exhibits

 

 

Exhibit

Number

  SEC Reference Number  

 

 

Title of Document

 
     
3.1* 3 Articles of Incorporation of MJ Harvest, Inc.
     
3.2* 3 Amended Bylaws of MJ Harvest, Inc.
     
10.1* 10 Independent Contractor Agreement with Patrick Bilton effective January 1, 2019
     
10.2* 10 Independent Contractor Agreement with Brad Herr effective January 1, 2019
     
10.3* 10 Securities Purchase Agreement by and between MJ Harvest, Inc. (fka EM Energy, Inc). and Original Ventures, Inc. dated November 7, 2017
     
10.4* 10 Securities Purchase Agreement by and between MJ Harvest, Inc. and Original Ventures, Inc. dated December 7, 2018
     
31.1 31 Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (CEO)
     
31.2 31 Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (CFO)
     
32.1 32 Certification pursuant to 18 U.S.C. Section 1350, As adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (CEO)
     
32.2 32 Certification pursuant to 18 U.S.C. Section 1350, As adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (CFO)

 

* Incorporated by reference to Exhibits 3.1, 3.2, 10.1, 10.2, 10.3, and 10.4 of the Company's Registration Statement on Form S-1 which was declared effective on January 9, 2020.  

 

 
 

 

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.

 

MJ Harvest, Inc. 

Date:  February 7, 2020

 

By: /s/ Patrick Bilton

Patrick Bilton, Principal Executive Officer

 

By:  /s/ Brad E. Herr
Brad E. Herr, Chief Financial Officer and Principal Financial Officer
 

 

 

 

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