Attached files

file filename
EX-31.1 - RULE 13A-14(A)/15D-14(A) CERTIFICATION OF CHIEF EXECUTIVE OFFICER - HUTCHINSON TECHNOLOGY INCdex311.htm
EX-31.2 - RULE 13A-14(A)/15D-14(A) CERTIFICATION OF CHIEF FINANCIAL OFFICER. - HUTCHINSON TECHNOLOGY INCdex312.htm
EX-10.1 - HTI SEVERANCE PAY PLAN AS AMENDED AND RESTATED EFFECTIVE MARCH 8, 2011 - HUTCHINSON TECHNOLOGY INCdex101.htm

 

 

UNITED STATES

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 27, 2011

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 001-34838

 

 

Hutchinson Technology Incorporated

(Exact name of registrant as specified in its charter)

 

 

 

Minnesota   41-0901840

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

40 West Highland Park Drive N.E.

Hutchinson, Minnesota

  55350
(Address of principal executive offices)   (Zip Code)

(320) 587-3797

(Registrant’s 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  ¨

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 definition of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer   ¨    Accelerated filer   þ
Non-accelerated filer   ¨    Smaller reporting company   ¨

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

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

As of April 26, 2011, the registrant had 23,378,788 shares of common stock issued and outstanding.

 

 

 


Explanatory Note

We are filing this Amendment No. 1 on Form 10-Q/A to correct a typographical error in the text of Exhibit 10.1 to our Quarterly Report on Form 10-Q for the fiscal quarter ended March 27, 2011 (the “Original Report”), filed with the Securities and Exchange Commission (“SEC”) on April 28, 2011. Pursuant to Rule 12b-15 under the Securities Exchange Act of 1934, as amended, this amendment contains the complete text of Part II, Item 6, as amended.

Except as described above, we have not modified or updated other disclosures presented in the Original Report. This Amendment does not amend, update or change the financial statements or any other disclosures in the Original Report and does not reflect events occurring after the filing of the Original Report. This Amendment should be read in conjunction with our other filings with the SEC subsequent to the filing of the Original Report.

PART II. OTHER INFORMATION

ITEM 6. EXHIBITS

(a) Exhibits:

Unless otherwise indicated, all documents incorporated herein by reference to a document filed with the SEC pursuant to the Exchange Act, are located under SEC file number 001-34838.

 

3.1    Amended and Restated Articles of Incorporation of HTI (incorporated by reference to Exhibit 3.1 to HTI’s Quarterly Report on Form 10-Q for the quarter ended 12/29/2002; File No. 0-14709).
3.2    Restated By-Laws of HTI, as amended December 3, 2008 (incorporated by reference to Exhibit 3.1 to HTI’s Current Report on Form 8-K filed 12/9/2008; File No. 0-14709).
4.1    Indenture, dated as of February 11, 2011, among HTI and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.1 to HTI’s Current Report on Form 8-K filed 02/11/2011).
4.2    8.50% Convertible Senior Note due 2026 (incorporated by reference to Exhibit 4.2 to HTI’s Current Report on Form 8-K filed 02/11/2011).
#10.1    HTI Severance Pay Plan (as amended and restated effective March 8, 2011).
31.1    Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer.
31.2    Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer.
32    Section 1350 Certifications.*

 

# Management contract, compensatory plan or arrangement required to be filed as an exhibit to this Quarterly Report on Form 10-Q.
* Previously filed.

 

2


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this amendment to be signed on its behalf by the undersigned thereunto duly authorized.

 

      HUTCHINSON TECHNOLOGY INCORPORATED
Date:   June 15, 2011     By   /s/    WAYNE M. FORTUN        
       

Wayne M. Fortun

President and Chief Executive Officer

Date:   June 15, 2011     By   /s/    DAVID P. RADLOFF        
       

David P. Radloff

Vice President and Chief Financial Officer


INDEX TO EXHIBITS

 

Exhibit

No.

  

Description

  

Method of Filing

3.1    Amended and Restated Articles of Incorporation of HTI.    Incorporated by Reference
3.2    Restated By-Laws of HTI, as amended December 3, 2008.    Incorporated by Reference
4.1    Indenture, dated as of February 11, 2011, among HTI and Wells Fargo Bank, National Association, as trustee.    Incorporated by Reference
4.2    8.50% Convertible Senior Note due 2026.    Incorporated by Reference
10.1    HTI Severance Pay Plan (as amended and restated effective March 8, 2011).    Filed Electronically
31.1    Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer.    Filed Electronically
31.2    Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer.    Filed Electronically
32    Section 1350 Certifications.    Previously Filed