UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
Amendment No. 1
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended September 30, 2005
Commission file number: 0-25137
CONCUR TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
State of Incorporation: Delaware
I.R.S. Employer I.D. No.: 91-1608052
Address of principal executive offices: 18400 NE Union Hill Road
Redmond, Washington 98052
Telephone number, including area code: 425-702-8808
Securities registered pursuant to section 12(b) of the act:
None
Securities registered pursuant to section 12(g) of the act:
Common stock, $0.001 par value
Rights to Purchase Series A Preferred Stock, $0.001 par value
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 if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ¨
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act (Check one):
Large Accelerated Filer ¨ | Accelerated Filer x | Non-accelerated Filer ¨ |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) YES ¨ NO x
Indicate by check mark whether the registrant is a shell company (as defined in Exchange Act Rule 12b-2). Yes ¨ No x
Indicate by check mark whether the registrant is a well-known seasoned issuer as defined in Rule 405 of the Securities Act. Yes ¨ No x
Indicate by check if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes ¨ No x
Note – Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Exchange Act of their obligations under those Sections.
The number of shares outstanding of the registrant’s common stock as of April 27, 2006 was 35,680,538.
The aggregate market value of common stock held by non-affiliates of the registrant as of March 31, 2005 was approximately $250 million.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of registrant’s definitive Proxy Statement to be filed pursuant to Regulation 14A promulgated by the Securities and Exchange Commission under the Securities Exchange Act of 1934, which is anticipated to be filed within 120 days after the end of registrant’s fiscal year ended September 30, 2005, are incorporated by reference into Part III.
EXPLANATORY NOTE
Concur Technologies, Inc. (“Registrant”) is filing this amendment to its Annual Report on Form 10-K for the year ended September 30, 2005 (“2005 Form 10-K”) for the sole purpose of correcting an inadvertent omission of language from the certifications by its principal executive officer and principal financial officer that were originally filed with the 2005 Form 10-K. The corrected certifications are filed as exhibits to this amendment, in their entirety.
Part IV
Item 15. Exhibits, Financial Statement Schedules
(b) Exhibits
| Incorporated by Reference | ||||||||||||
Exhibit | Exhibit Description | Form | File No. | Date of First Filing | Exhibit Number | Filed Herewith | ||||||
| 31.01 | Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a). | — | — | — | — | X | ||||||
| 31.02 | Certification of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a). | — | — | — | — | X | ||||||
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this amendment to its annual report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized.
| Dated: April 28, 2006 | CONCUR TECHNOLOGIES, INC. | |||
| By: | /s/ S. STEVEN SINGH | |||
S. Steven Singh Chief Executive Officer and Chairman of the Board | ||||
EXHIBIT INDEX
| Incorporated by Reference | ||||||||||||
Exhibit | Exhibit Description | Form | File No. | Date of First Filing | Exhibit Number | Filed Herewith | ||||||
| 31.01 | Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a). | — | — | — | — | X | ||||||
| 31.02 | Certification of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a). | — | — | — | — | X | ||||||
