Attached files
file | filename |
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EX-31.3 - EX-31.3 - SYNCHRONOSS TECHNOLOGIES INC | w77923exv31w3.htm |
EX-31.4 - EX-31.4 - SYNCHRONOSS TECHNOLOGIES INC | w77923exv31w4.htm |
EX-10.11(A) - EX-10.11(A) - SYNCHRONOSS TECHNOLOGIES INC | w77923exv10w11xay.htm |
EX-10.11(B) - EX-10.11(B) - SYNCHRONOSS TECHNOLOGIES INC | w77923exv10w11xby.htm |
Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
10-Q/A
(Amendment No. 1)
(Mark One)
þ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended March 31, 2009
or
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 number 000-52049
SYNCHRONOSS TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Delaware (State or other jurisdiction of incorporation or organization) |
06-1594540 (I.R.S. Employer Identification No.) |
750 Route 202 South, Suite 600 Bridgewater, New Jersey (Address of principal executive offices) |
08807 (Zip Code) |
(866) 620-3940
(Registrants telephone number, including area code)
(Registrants 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 þ No o
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 o No o
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 o | Accelerated filer þ | Non-accelerated filer o (Do not check if a smaller reporting company) |
Smaller reporting company o |
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
Shares outstanding of the Registrants common stock:
Class | Outstanding at April 30, 2009 | |
Common stock, $0.0001 par value | 30,884,019 shares |
SYNCHRONOSS TECHNOLOGIES, INC.
FORM 10-Q INDEX
FORM 10-Q INDEX
PAGE NO. | ||||||||
2 | ||||||||
3 | ||||||||
EX-10.11(A) | ||||||||
EX-10.11(B) | ||||||||
EX-31.3 | ||||||||
EX-31.4 |
Explanatory Note
Synchronoss Technologies, Inc. (the Company) is filing this Amendment No. 1 to its Quarterly
Report on Form 10-Q for the quarterly period ended March 31, 2009 (the Form 10-Q) as an
exhibit-only filing in response to comments received from the staff of the Securities and Exchange
Commission regarding a request for confidential treatment of certain portions of Exhibits 10.11(A)
and 10.11(B) originally filed with the Form 10-Q. This Amendment No. 1 to Quarterly Report on Form
10-Q/A (this Amendment) is being filed solely to re-file Exhibits 10.11(A) and 10.11(B) and to
amend and restate the list of exhibits included in the Form 10-Q. In addition, as required by Rule
12B-15 under the Securities Exchange Act of 1934, as amended, new certifications by our principal
executive officer and principal financial officer are filed as exhibits to this Amendment.
Except as described above, this Amendment does not reflect events occurring after the filing of the
original Form 10-Q and no revisions are being made pursuant to this Amendment to the Companys
financial statements or any other disclosure contained in the Form 10-Q.
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Table of Contents
ITEM 6. EXHIBITS
Exhibit No. | Description | |
3.2*
|
Restated Certificate of Incorporation of the Company | |
3.4*
|
Amended and Restated Bylaws of the Company | |
4.2*
|
Form of Companys Common Stock certificate | |
10.11(a)
|
Amendment dated as of January 1, 2009 to the Cingular Master Services Agreement | |
10.11(b)
|
AT&T Order Management Center Contract dated as of January 1, 2009 between AT&T Services, Inc. and the Company | |
31.1**
|
Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | |
31.2**
|
Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | |
31.3
|
Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | |
31.4
|
Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | |
32.1**
|
Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | |
32.2**
|
Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
* | Incorporated herein by reference to the exhibit of the same number in the Companys Registration Statement on Form S-1 (Commission File No. 333-132080). | |
** | Filed May 8, 2009 |
| Confidential treatment has been requested for portions of this document. The omitted portions of this document have been filed with the Securities and Exchange Commission. |
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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.
Synchronoss Technologies, Inc. |
||||
/s/ Stephen G. Waldis | ||||
Stephen G. Waldis | ||||
Chairman of the Board of Directors, President and Chief Executive Officer | ||||
/s/ Lawrence R. Irving | ||||
Lawrence R. Irving | ||||
Executive Vice President, Chief Financial Officer and Treasurer | ||||
April 9, 2010
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