Attached files
file | filename |
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EX-31.6 - EXHIBIT 31.6 - ADVANCED ENERGY INDUSTRIES INC | c22970exv31w6.htm |
EX-10.1 - EXHIBIT 10.1 - ADVANCED ENERGY INDUSTRIES INC | c22970exv10w1.htm |
EX-31.5 - EXHIBIT 31.5 - ADVANCED ENERGY INDUSTRIES INC | c22970exv31w5.htm |
Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
Amendment No. 3
(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, 2011.
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: 000-26966
ADVANCED ENERGY INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
Delaware | 84-0846841 | |
(State or other jurisdiction of incorporation | (I.R.S. Employer Identification No.) | |
or organization) |
1625 Sharp Point Drive, Fort Collins, CO | 80525 | |
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (970) 221-4670
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, 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 | Smaller reporting company o | |||
(Do not check if a 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 o No þ
As of May 4, 2011, there were 43,556,935 shares of the registrants Common Stock, par value $0.001
per share, outstanding.
TABLE OF CONTENTS
ITEM 6. EXHIBITS | ||||||||
SIGNATURE | ||||||||
INDEX TO EXHIBITS | ||||||||
Exhibit 10.1 | ||||||||
Exhibit 31.5 | ||||||||
Exhibit 31.6 |
Table of Contents
EXPLANATORY NOTE
This
Amendment No. 3 (this Amendment) to the Quarterly Report on Form 10-Q for the quarter
ended March 31, 2011 (the Form 10-Q) of Advanced Energy Industries, Inc. is being filed for the
purpose of re-filing Exhibit 10.1 to the Form 10-Q in response to comments received from the
Securities and Exchange Commission (the SEC) in connection with a pending request for
confidential treatment of portions of such exhibit. In addition, as required by Rule 12b-15 under
the Securities Exchange Act of 1934, as amended, new certifications by the registrants principal
executive officer and principal financial officer are filed as exhibits hereto.
No attempt has been made in this Amendment to modify or update the other disclosures presented
in the Form 10-Q. This Amendment does not reflect events occurring after the filing of the Form
10-Q (i.e., occurring after May 6, 2011) or modify or update those disclosures that may be affected
by subsequent events. Such subsequent matters are addressed in subsequent reports filed by the
registrant with the SEC. Accordingly, this Amendment should be read in conjunction with the Form
10-Q and the registrants other filings with the SEC.
ITEM 6. | EXHIBITS |
10.1 | Amendment to the Global Supply Agreement, dated as of
January 28, 2011, by and between Applied Materials,
Inc. and Advanced Energy Industries, Inc. + |
|||
10.2 | Amendment to Leadership Corporate Incentive Plan.*(1) |
|||
10.3 | Executive Change in Control Agreement, dated as of
January 1, 2011, by and between Advanced Energy
Industries, Inc. and Gregg Patterson. (1) |
|||
31.1 | Certification of the Chief Executive Officer Pursuant
to Rule 13a-14(a) under the Securities Exchange Act of
1934, as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002. (1) |
|||
31.2 | Certification of the Principal Financial Officer
Pursuant to Rule 13a-14(a) under the Securities
Exchange Act of 1934, as adopted pursuant to Section
302 of the Sarbanes-Oxley Act of 2002. (1) |
|||
31.3 | Certification of the Chief Executive Officer Pursuant
to Rule 13a-14(a) under the Securities Exchange Act of
1934, as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.(2) |
|||
31.4 | Certification of the Principal Financial Officer
Pursuant to Rule 13a-14(a) under the Securities
Exchange Act of 1934, as adopted pursuant to Section
302 of the Sarbanes-Oxley Act of 2002.(2) |
|||
31.5 | Certification
of the Chief Executive Officer Pursuant to Rule 13a-14(a) under
the Securities Exchange Act of 1934, as adopted pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002. |
|||
31.6 | Certification
of the Principal Financial Officer Pursuant to Rule 13a-14(a) under
the Securities Exchange Act of 1934, as adopted pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002. |
|||
32.1 | Certification of the 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) |
|||
32.2 | Certification of the Principal Financial Officer
Pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of
2002. (1) |
(1) | Incorporated by reference to the Registrants Current Report on Form 10-Q for the quarter ended March 31, 2011 (File No. 000-26966), filed May 6, 2011. | |
(2) | Incorporated by reference to Registrants Current Report on Form 10-Q/A for the quarter ended March 31, 2011 (File No. 000-26966), filed August 19, 2011. | |
* | Compensation Plan | |
+ | Confidential treatment has been granted for portions of this agreement. |
Table of Contents
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.
ADVANCED ENERGY INDUSTRIES, INC. |
||||
Dated: November 1, 2011 | /s/ Danny C. Herron | |||
Danny C. Herron | ||||
Executive Vice President & Chief Financial Officer |
Table of Contents
INDEX TO EXHIBITS
10.1 | Amendment to the Global Supply Agreement, dated as of
January 28, 2011, by and between Applied Materials,
Inc. and Advanced Energy Industries, Inc. + |
|||
10.2 | Amendment to Leadership Corporate Incentive Plan.*(1) |
|||
10.3 | Executive Change in Control Agreement, dated as of
January 1, 2011, by and between Advanced Energy
Industries, Inc. and Gregg Patterson. (1) |
|||
31.1 | Certification of the Chief Executive Officer Pursuant
to Rule 13a-14(a) under the Securities Exchange Act of
1934, as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002. (1) |
|||
31.2 | Certification of the Principal Financial Officer
Pursuant to Rule 13a-14(a) under the Securities
Exchange Act of 1934, as adopted pursuant to Section
302 of the Sarbanes-Oxley Act of 2002. (1) |
|||
31.3 | Certification of the Chief Executive Officer Pursuant
to Rule 13a-14(a) under the Securities Exchange Act of
1934, as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.(2) |
|||
31.4 | Certification of the Principal Financial Officer
Pursuant to Rule 13a-14(a) under the Securities
Exchange Act of 1934, as adopted pursuant to Section
302 of the Sarbanes-Oxley Act of 2002.(2) |
|||
31.5 | Certification
of the Chief Executive Officer Pursuant to Rule 13a-14(a) under
the Securities Exchange Act of 1934, as adopted pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002. |
|||
31.6 | Certification
of the Principal Financial Officer Pursuant to Rule 13a-14(a) under
the Securities Exchange Act of 1934, as adopted pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002. |
|||
32.1 | Certification of the 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) |
|||
32.2 | Certification of the Principal Financial Officer
Pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of
2002. (1) |
(1) | Incorporated by reference to the Registrants Current Report on Form 10-Q for the quarter ended March 31, 2011(File No. 000-26966), filed May 6, 2011. | |
(2) | Incorporated by reference to Registrants Current Report on Form 10-Q/A for the quarter ended March 31, 2011 (File No. 000-26966), filed August 19, 2011. | |
* | Compensation Plan | |
+ | Confidential treatment has been granted for portions of this agreement. |