- Amended Quarterly Report (10-Q/A)
28 September 2012 - 11:08PM
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 July 31, 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 0-5286
KEWAUNEE
SCIENTIFIC CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
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38-0715562
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(State or other jurisdiction of
incorporation or organization)
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(IRS Employer
Identification No.)
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2700 West Front Street
Statesville, North Carolina
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28677-2927
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code: (704) 873-7202
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
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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
x
No
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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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¨
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Non-accelerated filer
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(Do not check if a 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 by Rule 12b-2 of the Exchange
Act). Yes
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No
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As of September 10, 2012, the registrant had outstanding 2,587,271 shares of Common Stock.
Explanatory Note
The purpose of this Amendment No. 1 on Form 10Q/A (this Amendment) to our Quarterly Report on Form 10-Q for the period ended July 31, 2012 filed with the Securities and
Exchange Commission on September 14, 2012 (the Original Report), is solely to furnish a revised Exhibit 101 to the Original Report in accordance with Rule 405 of Regulation S-T. The interactive data files on Exhibit 101 previously
filed did not have the required levels 1-3 tagging.
This Amendment does not otherwise change or update the disclosures set
forth in the Original Report and does not otherwise reflect events occurring after the filing of the Original Report.
Pursuant to Rule 406T of Regulation ST, 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 Act of 1934, as amended, and otherwise are not subject to
liability under those sections.
PART II. OTHER INFORMATION
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3.0
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ByLaws of the Company as amended August 22, 2012.
(1)
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10.1
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Kewaunee Scientific Corporation Fiscal Year 2013 Incentive Bonus Plan. *
(1)
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10.2
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Amendment No. 2 to Amended and Restated Loan and Security Agreement dated as of August 3, 2012.
(1)
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31.1
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Certification of Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
(1)
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31.2
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Certification of Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
(1)
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32.1
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Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
(1)
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32.2
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Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
(1)
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101.INS
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XBRL Instance Document
(2)
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101.SCH
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XBRL Taxonomy Extension Schema Document
(2)
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101.CAL
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XBRL Taxonomy Extension Calculation Linkbase Document
(2)
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101.LAB
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XBRL Taxonomy Extension Label Linkbase Document
(2)
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101.PRE
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XBRL Taxonomy Extension Presentation Linkbase Document
(2)
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*
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The referenced exhibit is a management contract or compensatory plan or arrangement.
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(1)
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Previously filed or furnished with our Quarterly Report on Form 10-Q filed September 14, 2012.
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SIGNATURE
Pursuant to the requirements of the Securities and 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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KEWAUNEE SCIENTIFIC CORPORATION
(Registrant)
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Date: September 28, 2012
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By
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/s/ D. Michael Parker
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D. Michael Parker
Senior
Vice President, Finance and Chief Financial Officer
(Principal Financial Officer)
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