- Amended Quarterly Report (10-Q/A)
August 19 2011 - 11:49AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(Amendment No. 1)
(Mark One)
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the quarterly period ended: June 30, 2011
OR
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from to
Commission File Number 0-28082
KVH Industries, Inc.
(Exact Name of Registrant as Specified in its Charter)
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Delaware
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05-0420589
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(State or Other Jurisdiction of
Incorporation or Organization)
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(I.R.S. Employer
Identification Number)
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50 Enterprise Center, Middletown, RI 02842
(Address of Principal Executive Offices) (Zip Code)
(401) 847-3327
(Registrants Telephone Number, Including Area Code)
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
¨
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
¨
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):
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Large accelerated filer
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¨
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Accelerated filer
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x
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Non-accelerated filer
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(Do not check if a smaller reporting company)
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Smaller reporting company
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¨
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange
Act). Yes
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No
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Indicate the number of shares outstanding of each of the issuers classes of common stock, as of the latest practicable date.
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Date
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Class
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Outstanding shares
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August 3, 2011
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Common Stock, par value $0.01 per share
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14,899,313
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EXPLANATORY NOTE
The sole purpose of this Amendment No. 1 to KVH Industries, Inc.s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2011, filed with the Securities and Exchange Commission on
August 4, 2011 (the Form 10-Q), is to furnish Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T. Exhibit 101 provides the consolidated financial statements and related notes in the Form 10-Q formatted in XBRL
(eXtensible Business Reporting Language).
No other changes have been made to the Form 10-Q. This Amendment No. 1 to the Form 10-Q speaks as
of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original Form 10-Q.
Exhibits:
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Exhibit
No.
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Filed with
this Form
10-Q/A
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Incorporated by Reference
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Description
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Form
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Filing Date
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Exhibit No.
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3.1
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Amended and Restated Certificate of Incorporation, as amended
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10-Q
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August 6, 2010
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3.1
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3.2
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Amended, Restated and Corrected Bylaws of KVH Industries, Inc.
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8-K
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July 31, 2007
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3
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4.1
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Specimen certificate for the common stock
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S-1/A
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March 22, 1996
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4.1
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10.1
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Fifth Amendment and Note Modification Agreement, dated June 9, 2011 by and between KVH Industries, Inc. (the Borrower) and Bank of America, N.A. (the
Lender), amending the Amended and Restated Credit and Security Agreement, dated July 17, 2003, as amended
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8-K
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June 14, 2011
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10.1
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10.2
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Second Amendment, dated June 9, 2011 by and between KVH Industries, Inc. (the Borrower) and Bank of America, N.A. (the Lender), amending the Loan Agreement,
dated April 6, 2009, as amended
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8-K
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June 14, 2011
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10.2
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31.1
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Rule 13a-14(a)/15d-14(a) certification of principal executive officer
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10-Q
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August 4, 2011
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31.1
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31.2
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Rule 13a-14(a)/15d-14(a) certification of principal financial officer
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10-Q
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August 4, 2011
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31.2
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32.1
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Section 1350 certification of principal executive officer
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10-Q
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August 4, 2011
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32.1
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32.2
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Section 1350 certification of principal financial officer
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10-Q
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August 4, 2011
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32.2
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101*
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Interactive Data Files regarding (a) our Consolidated Balance Sheets as of June 30, 2011 and December 31, 2010, (b) our Consolidated Statements of Operations for the Three and Six
Months Ended June 30, 2011 and 2010, (c) our Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2011 and 2010 and (d) the Notes to such Consolidated Financial Statements.
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X
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*
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Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of a registration statement or
prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under
those sections.
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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.
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Date: August 19, 2011
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KVH Industries, Inc.
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By:
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/
S
/ P
ATRICK
J.
S
PRATT
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Patrick J. Spratt
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(Duly Authorized Officer and Chief Financial and
Accounting Officer)
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2
Exhibit Index
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Exhibit
No.
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Filed with
this Form
10-Q/A
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Incorporated by Reference
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|
|
Description
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Form
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Filing Date
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Exhibit No.
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|
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3.1
|
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Amended and Restated Certificate of Incorporation, as amended
|
|
|
|
|
|
10-Q
|
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August 6, 2010
|
|
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3.1
|
|
|
|
|
|
|
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3.2
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Amended, Restated and Corrected Bylaws of KVH Industries, Inc.
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|
|
|
|
|
8-K
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July 31, 2007
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3
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4.1
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Specimen certificate for the common stock
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S-1/A
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March 22, 1996
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4.1
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10.1
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Fifth Amendment and Note Modification Agreement, dated June 9, 2011 by and between KVH Industries, Inc. (the Borrower) and Bank of America, N.A. (the
Lender), amending the Amended and Restated Credit and Security Agreement, dated July 17, 2003, as amended
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8-K
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June 14, 2011
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10.1
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10.2
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Second Amendment, dated June 9, 2011 by and between KVH Industries, Inc. (the Borrower) and Bank of America, N.A. (the Lender), amending the Loan Agreement,
dated April 6, 2009, as amended
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8-K
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June 14, 2011
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10.2
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31.1
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Rule 13a-14(a)/15d-14(a) certification of principal executive officer
|
|
|
|
|
|
10-Q
|
|
August 4, 2011
|
|
|
31.1
|
|
|
|
|
|
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31.2
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Rule 13a-14(a)/15d-14(a) certification of principal financial officer
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10-Q
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August 4, 2011
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31.2
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32.1
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Section 1350 certification of principal executive officer
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10-Q
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August 4, 2011
|
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32.1
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32.2
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Section 1350 certification of principal financial officer
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10-Q
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August 4, 2011
|
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32.2
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101*
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Interactive Data Files regarding (a) our Consolidated Balance Sheets as of June 30, 2011 and December 31, 2010, (b) our Consolidated Statements of Operations for the Three and Six
Months Ended June 30, 2011 and 2010, (c) our Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2011 and 2010 and (d) the Notes to such Consolidated Financial Statements.
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X
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*
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Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of a registration statement or
prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under
those sections.
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3
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