Attached files
file | filename |
---|---|
EX-31.1 - EXHIBIT 31.1 - ZOLTEK COMPANIES INC | c04357exv31w1.htm |
EX-32.1 - EXHIBIT 32.1 - ZOLTEK COMPANIES INC | c04357exv32w1.htm |
EX-32.2 - EXHIBIT 32.2 - ZOLTEK COMPANIES INC | c04357exv32w2.htm |
EX-31.2 - EXHIBIT 31.2 - ZOLTEK COMPANIES INC | c04357exv31w2.htm |
Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 three months ended June 30, 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 No. 0-20600
ZOLTEK COMPANIES, INC.
(Exact name of registrant as specified in its charter)
Missouri | 43-1311101 | |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
|
3101 McKelvey Road, St. Louis, Missouri | 63044 | |
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (314) 291-5110
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 (§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 o No o
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer,
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 þ | Accelerated Filer o | Non-accelerated Filer o | 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 |
Indicate the number of shares outstanding of each of the registrants classes of common stock as of
the latest practicable date: As of August 10, 2009, 34,394,441 shares of Common Stock, $.01 par
value, were outstanding.
TABLE OF CONTENTS
Table of Contents
EXPLANATORY NOTE
This Amendment No. 1 on Form 10-Q/A amends the Registrants Quarterly Report on Form 10-Q for
the quarter ended June 30, 2009, as originally filed on August 10, 2009 (the Original Report),
and is being filed solely for the purpose of amending portions of the disclosure contained in Part I, Item 4 Controls and
Procedures.
This Form 10-Q/A does not reflect all events occurring after the original filing of the
Original Report or modify or update all the disclosures affected by subsequent events. Information
not modified or updated herein reflects the disclosures made at the time of the filing of the
Original Report on August 10, 2009. Accordingly, this Form 10-Q/A should be read in conjunction
with all of the Registrants other periodic filings filed with the Securities and Exchange
Commission.
2
Table of Contents
PART I. FINANCIAL INFORMATION
Item 4. Controls and Procedures
Evaluation of Controls and Procedures
As of the end of the period covered by this report, an evaluation was carried out by
management, under the supervision and with the participation of the Companys Chief Executive
Officer and Chief Financial Officer, of the effectiveness of the Companys disclosure controls and
procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of
1934, as amended (the Exchange Act). The Companys disclosure controls and procedures are
designed to ensure that information required to be disclosed in reports it files or submits under
the Exchange Act is recorded, processed, summarized and reported within the time periods specified
in SEC rules and forms and that such information is accumulated and communicated to the Companys
management, including its Chief Executive Officer and Chief Financial Officer, as appropriate to
allow timely decisions regarding required disclosures.
Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have
concluded that the Companys disclosure controls and procedures as of June 30, 2009 were effective
to ensure that information required to be disclosed by the Company in reports that it files or
submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported
within the time periods specified in Securities and Exchange Commissions rules and forms.
There has been no change in our internal control over financial reporting during the most
recent fiscal quarter that has materially affected, or is reasonably likely to materially affect,
our internal control over financial reporting except for the following:
| Commensurate with the start-up of acrylic precursor manufacturing operations at the Zoltek de Mexico facility, located in Guadalajara, Mexico, was implementation of control points governing internal control over financial reporting, predominantly within the inventory process, at the local subsidiary level. |
3
Table of Contents
ZOLTEK COMPANIES, INC.
PART II. OTHER INFORMATION
Item 6. Exhibits
See Exhibit Index.
SIGNATURE
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.
Zoltek Companies, Inc. (Registrant) |
||||
Date: August 4, 2010 | By: | /s/ ZSOLT RUMY | ||
Zsolt Rumy | ||||
Chief Executive Officer | ||||
4
Table of Contents
EXHIBIT INDEX
Exhibit Number | Description of Document | |||
31.1 | Certification of Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities
Exchange Act of 1934, as amended. |
|||
31.2 | Certification of Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities
Exchange Act of 1934, as amended. |
|||
32.1 | 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. |
|||
32.2 | 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. |
5