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, 2010.
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 1-8635
AMERICAN MEDICAL ALERT CORP.
(Exact Name of Registrant as Specified in its Charter)
| New York | 11-2571221 |
| (State or other jurisdiction of | (I.R.S. Employer |
| incorporation or organization) | Identification Number) |
3265 Lawson Boulevard, Oceanside, New York 11572
(Address of principal executive offices)
(Zip Code)
(516) 536-5850
(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.
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 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 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.
Large accelerated filer o | | Accelerated filer o |
Non-accelerated filer o (Do not check if a smaller reporting company) | | Smaller reporting company x |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 on the Exchange Act).
Yes o No x
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 9,570,011 shares of $.01 par value common stock as of March 4, 2011.
AMERICAN MEDICAL ALERT CORP.
FORM 10-Q/A
(Amendment No. 1)
| | | INDEX | | PAGE |
| Part II Other Information | | 3 |
AMERICAN MEDICAL ALERT CORP.
FORM 10-Q/A
(Amendment No. 1)
Explanatory Note
American Medical Alert Corp. (“AMAC”) is filing this Amendment No. 1 on Form 10-Q/A to its Quarterly Report filed on Form 10-Q for the quarterly period ended June 30, 2010 filed on August 16, 2010 (the “Original 10-Q”), in order to include new Exhibits No. 10.1 and 10.2 in which AMAC has restored certain portions of such exhibits which were previously redacted in connection with a confidential treatment request pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. No other items or disclosures in the Original 10-Q are being amended, and accordingly this Amendment No. 1 does not otherwise change or update any information that was presented in the Original 10-Q.
PART II. OTHER INFORMATION
Item 6. Exhibits .
No. | | Description |
| | | |
| 10.1 | | Limited Liability Company Agreement of Lifecomm LLC (confidential treatment has been requested for certain portions of this exhibit pursuant to the rules and regulations of the Securities Exchange Act of 1934, as amended, which portions have been omitted and have been filed separately with the Securities and Exchange Commission. Omitted portions are indicated in this exhibit with [***].) |
| | | |
| 10.2 | | Value Added Reseller Agreement made and entered into as of the 12th day of May, 2010 by and between American Medical Alert Corp. and Lifecomm LLC. (confidential treatment will be requested for certain portions of this exhibit pursuant to the rules and regulations of the Securities Exchange Act of 1934, as amended, which portions have been omitted and have been filed separately with the Securities and Exchange Commission. Omitted portions are indicated in this exhibit with [***]). |
| | | |
| 31.1 | | Certification of CEO Pursuant to Section 302 of the Sarbanes Oxley Act of 2002 |
| | | |
| 31.2 | | Certification of CFO Pursuant to Section 302 of the Sarbanes Oxley Act of 2002 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| | | AMERICAN MEDICAL ALERT CORP. |
| | | |
| Dated: March 7, 2011 | | | By: /s/ Jack Rhian |
| | | | Name: Jack Rhian |
| | | | Title: Chief Executive Officer and President |
| | | | |
| Dated: March 7, 2011 | | | By: /s/ Richard Rallo |
| | | | Name: Richard Rallo |
| | | | Title: Chief Financial Officer |
