UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K/A
(Amendment No. 1)
ANNUAL REPORT FOR 2012
 

 
þ           Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the Fiscal Year Ended: 31 December 2012

o           Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934
For the Transition Period from _______________ to _______________.
Commission File : 033-17774-NY

ALL GRADE MINING, Inc.
(Exact name of registrant  as specified in its charter)

COLORADO
*
State or other jurisdiction of incorporation
IRS Employer Identification Number
 
370 W. Pleasantview Avenue, Suite 163, Hackensack, NJ 07601
Address of principal Executive offices
 
Registrants telephone number
(201) 788-3785
 
Securities Registered pursuant to §12(b) of the Act:
Title of Each Class
Name of Each Exchange on which registered
N/A
 
 
Securities Registered pursuant to §12(g) of the Act
COMMON VOTING SHARES, $0.001 PV, OTCPK
Title of Class

 
 

 
 
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act o Yes þ No

Indicate by check mark if the registrant is not required to file reports pursuant to §13 or §13(d) of the Act o Yes þ No

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, as amended (the “Exchange Act”) 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. o Yes  þNo 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, 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). o Yesþ No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of the registrant’s knowledge, in definitive proxy or information statement incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. þ

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-2 of the Exchange Act. (check one):
 
Large accelerated filer   o
Accelerated filer o
Non-accelerated filer    o
Smaller reporting company þ

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No þ

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter.
 
As of date
Non-affiliate shares
Closing Price
Market Value
30 June 2012
60,991,228
$0.32
$19,517,192

Indicate the number of the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date.
 
As of Date
Issued and Outstanding
31 December 2012
118,127,0911
30 June 2013
153,824,857

DOCUMENTS INCORPORATED BY REFERENCE

List hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated: (1) Any annual report to security holders; (2) Any proxy or information statement; and (3) Any prospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933.

None

1 Not including 11,947,766 shares issued, and 1,250,000 shares cancelled and not yet reflected on the transfer agent’s statements
 
 
 

 
 
 

 
EXPLANATORY NOTE

The purpose of this Amendment No. 1 to All Grade Mining, Inc.’s Annual Report on Form 10-K for the annual period ended December 31, 2012, filed with the Securities and Exchange Commission on July 8, 2013 (the “Form 10-K”), is solely to furnish Exhibit 101 to the Form 10-K 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-K formatted in XBRL (eXtensible Business Reporting Language).
 
No other changes have been made to the Form 10-K. This Amendment No. 1 to the Form 10-K speaks as of the original filing date of the Form 10-K, 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-K.
 
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 15. Exhibits, Financial Statements Schedules
 
 
 Exhibit  Description
 31  Certification of Chief Executive Officer
 32  Certification of Chief Financial Officer
 101 INS  XBRL Instance Document
 101 SCH  XBRL Taxonomy Extension Schema Document
 101 CAL  XBRL Taxonomy Calculation Linkbase Document
 101 DEF  XBRL Taxonomy Labels Linkbase Document
 101 LAB  XBRL Taxonomy Presentation Linkbase Document
 101 PRE  XBRL Taxonomy Extension Definition Linkbase Document
 
 
 
 

 
SIGNATURES

Pursuant to the requirements of §13 or §15(d) of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereto duly authorized.

All Grade Mining, Inc.

/s/ Gary Kouletas
By: Gary Kouletas, CEO

Dated:     29 July 2013


Pursuant to the requirements of the Securities and Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant in the capacities and on the dates indicated.

All Grade Mining, Inc.

/s/ Gary Kouletas
By: Gary Kouletas, CEO

Dated:     29 July 2013


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