UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
FORM 10-Q/A
[ X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended April 2, 2005
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:00030733 |
AMERICAN MEDICAL SYSTEMS HOLDINGS, INC.
Delaware | 41-1978822 | |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
10700 Bren Road West, Minnetonka, Minnesota | 55343 | ||
| (Address of principal executive offices) | (Zip Code) | ||
952-930-6000 |
(Registrant’s 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.
[ X ] Yes [ ] No
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).
[ X ] Yes [ ] No
As of May 6, 2005, there were 69,063,974 shares of the registrant’s $.01 par value Common Stock outstanding.
INDEX
| Page | ||||||
| PART II | OTHER INFORMATION | 3 | ||||
| ITEM 4. | SUBMISSION OF MATTERS TO A VOTE OF SECURITY | |||||
| HOLDERS | 3 | |||||
| SIGNATURES | 4 | |||||
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PART II. OTHER INFORMATION
This amendment on Form 10-Q/A of American Medical Systems Holdings, Inc. adds Item 4 of Part II of its Quarterly Report on Form 10-Q for the quarterly period ended April 2, 2005, as filed with the Securities and Exchange Commission on May 12, 2005, but is not intended to update any other information presented in the report on Form 10-Q as originally filed. The amendment includes disclosure regarding a special meeting of stockholders which was inadvertently omitted from the original filing of the Form 10-Q.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
On March 4, 2005, at a Special Meeting of Stockholders, our stockholders approved an amendment to our Amended and Restated Certificate of Incorporation to increase the number of authorized voting common stock to 200,000,000 shares. The increase in the authorized voting common stock was necessary to affect a two-for-one stock split of our voting common stock in the form of a 100% stock dividend which was affected on March 21, 2005. The numbers below give effect to the stock split. The vote on this matter was as follows:
| Broker | ||||||||||||||||
| For | Against | Abstain | Non-Votes | |||||||||||||
| 1. Approval of an Amendment to the Amended and Restated Certificate of | 55,537,820 | 2,925,368 | 8,006 | 0 | ||||||||||||
| Incorporation | ||||||||||||||||
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this amended report to be signed on its behalf by the undersigned thereunto duly authorized.
| AMERICAN MEDICAL SYSTEMS HOLDINGS, INC. | |||||
June 13, 2005 | By | /s/ Carmen L. Diersen | |||
| Date | Carmen L. Diersen Executive Vice President, Chief Financial Officer and Corporate Secretary (Principal Financial and Accounting Officer) | ||||
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