Attached files
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| EXCEL - IDEA: XBRL DOCUMENT - JANEL CORP | Financial_Report.xls |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
(Amendment No. 1)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly period ended June 30, 2011
OR
[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission file number 333-60608
JANEL WORLD TRADE, LTD.
(Exact name of registrant as specified in its charter)
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Nevada
(State or other jurisdiction of
incorporation or organization
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86-1005291
(I.R.S. Employer
Identification No.)
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150-14 132nd Avenue
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| Jamaica, New York | 11434 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (718) 527-3800
Inapplicable
(Former name, former address and former fiscal year if changed from 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 x 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 x No o
Indicate by check mark if 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 o Accelerated Filer o Non-Accelerated Filer o Smaller Reporting Company x
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
Yes o No x
The number of shares of Common Stock outstanding as of August 15, 2011 was 21,104,868.
JANEL WORLD TRADE, LTD.
The Registrant hereby amends Item 6 of its Quarterly Report on Form 10-Q for the quarter ended June 30, 2011, which was filed with the Commission on August 15, 2011. The purpose of the amendment is to include interactive data files providing financial information from the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2011 in XBRL (eXtensible Business Reporting Language) pursuant to Rule 405 of Regulation S-T.
PART II - OTHER INFORMATION
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ITEM 6.
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EXHIBITS
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Exhibit No.
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3.1
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Articles of Incorporation of Wine Systems Design, Inc. (predecessor name) (incorporated by reference to Exhibit 3A to Wine Systems Design, Inc. (predecessor name) Registration Statement on Form SB-2 filed May 10, 2001, File No. 333-60608)
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3.2
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Restated and Amended By-Laws of Janel World Trade, Ltd. (incorporated by reference to Exhibit 3.2 to the Company’s Annual Report on Form 10-K for the year ended September 30, 2010, File No. 333-60608)
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3.3
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Certificate of Designation of Series A Convertible Preferred Stock (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed January 17, 2007 File No. 333-60608)
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3.4
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Certificate of Designations of Series B Convertible Stock (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed October 22, 2007, File No. 333-60608)
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10.1
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Janel Stock Option Incentive Plan adopted December 12, 2002 (incorporated by reference to Exhibit 10.1 to the Company’s Annual Report on Form 10-K for the year ended September 30, 2002, File No. 333-60608)
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10.2
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Asset Purchase Agreement between Janel World Trade, Ltd. and Ferrara International Logistics, Inc. dated October 4, 2010 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed October 8, 2010, File No. 333-60608)
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10.3
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Sales Agency and Service Agreement between Janel World Trade, Ltd. and Ferrara International Logistics, Inc. entered into May 19, 2008 (incorporated by reference to Exhibit 10.7 to the Company’s Current Report on Form 8-K filed May 22, 2008, File No. 333-60608)
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10.4
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Promissory Note dated August 1, 2011 made by Registrant’s subsidiary, The Janel Group of New York, Inc., payable to Community National Bank (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed August 11, 2011, File No. 333-60608)
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10.5
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Business Loan Agreement dated August 1, 2011 between Registrant’s subsidiary, The Janel Group of New York, Inc., and Community National Bank (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed August 11, 2011, File No. 333-60608)
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10.6
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Form of Commercial Guaranty dated August 1, 2011 made by Registrant and its subsidiaries with respect to the obligation of Registrant’s subsidiary, The Janel Group of New York, Inc., to Community National Bank (incorporated by reference to Exhibit 10.6 to the Company’s Annual Report on Form 10-K for the year ended September 30, 2010, File No. 333-60608)
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10.7
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Form of Commercial Security Agreement dated August 1, 2011 made by Registrant and its subsidiaries for the benefit of Community National Bank, securing Registrant’s and its subsidiaries’ respective obligations under to Community National Bank (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed August 11, 2011, File No. 333-60608)
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31.1
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Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer (previously filed)
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31.2
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Rule 13a-14(a)/15d-14(a) Certification of Chief Operating Officer (previously filed)
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31.3
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Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer (previously filed)
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32.1
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Section 1350 Certifications (previously filed)
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99.1
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Press release dated August 15, 2011 (previously filed)
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101
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Interactive data files providing financial information from the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2011 in XBRL (eXtensible Business Reporting Language) pursuant to Rule 405 of Regulation S-T: (i) Consolidated Balance Sheets, June 30, 2011 and September 30, 2010, (ii) Consolidated Statements of Income for the three and nine months ended June 30, 2011 and 2010, (iii) Consolidated Statements of Cash Flows for the nine months ended June 30, 2011 and 2010, and (v) Notes to Unaudited Consolidated Financial Statements (filed herewith)
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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.
| Dated: August 26, 2011 |
JANEL WORLD TRADE, LTD.
Registrant
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/s/ James N. Jannello | |
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Executive Vice President and Chief Executive
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Officer (Principal Executive Officer)
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| /s/ Philip J. Dubato | ||
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Executive Vice President of Finance and Chief
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Financial Officer (Principal Financial Officer)
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