UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(Amendment No. 1)
| | | |
| þ | | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended March 31, 2006
OR
| | | |
| o | | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission File Number 0-11250
DIONEX CORPORATION
(Exact name of registrant as specified in its charter)
| | | |
| Delaware | | 94-2647429 |
| | | |
| (State or other jurisdiction of | | (I.R.S. Employer |
| incorporation or organization) | | Identification No.) |
| | | |
| 1228 Titan Way, Sunnyvale, California | | 94085 |
| | | |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code (408) 737-0700
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.
YESþ NOo
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 filero | | Accelerated filerþ | | Non-accelerated filero |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yeso Noþ
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of May 9, 2006:
| | | | |
| CLASS | | | NUMBER OF SHARES |
| Common Stock | | | 19,991,771 |
TABLE OF CONTENTS
EXPLANATORY NOTE
This Amendment No. 1 on Form 10-Q/A (this “Amendment”) amends the Company’s Quarterly Report on Form 10-Q for the third quarter ended March 31, 2006, originally filed on May 10, 2006 (the “Original Filing”). The Company is filing this Amendment solely in order to re-file Exhibit 31.1, Certification of Chief Executive Officer, and Exhibit 31.2, Certification of Chief Financial Officer (the “Certifications”), both of which include certifications in paragraph 4(b) related to internal control over financial reporting that were inadvertently omitted from the Certifications included in the Original Filing. Except for the additional paragraphs and the signatures as of today’s filing date, the Certifications have not changed in any respect from the Certifications included in the Original Filing. This Form 10-Q/A does not modify or update any other exhibits or disclosures presented in the Original Filing.
PART II. OTHER INFORMATION
Item 6. EXHIBITS
| | | |
| Exhibit | | |
| Number | | Description |
31.1 | | Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| | | |
31.2 | | Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
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.
| | | | | | | |
| | | DIONEX CORPORATION | | |
| | | (Registrant) | | |
| | | | | | | |
| Date: June 6, 2006 | | By: | | /s/ Lukas Braunschweiler | | |
| | | | | | | |
| | | | | Lukas Braunschweiler | | |
| | | | | President, Chief Executive Officer and Director | | |
| | | | | | | |
| | | By: | | /s/ Craig A. McCollam | | |
| | | | | | | |
| | | | | Craig A. McCollam | | |
| | | | | Vice President, and Chief Financial Officer | | |
Exhibit Index
| | | |
| 31.1 | | Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| | | |
| 31.2 | | Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
