UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-K/A
(Mark One)
| R | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| For the fiscal year ended June 30, 2010 |
or
| o | 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: 1-11988
SPECTRUM GROUP INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 22-2365834 | |
| (State or other jurisdiction of | (IRS Employer Identification No.) | |
| incorporation or organization) |
18061 Fitch
Irvine, CA 92614
(Address of Principal Executive Offices)
(Zip Code)
(949) 955-1250
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act: Common Stock, par value $.001 per share
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o No R
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes o No R
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 R No o
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) 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. 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 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):
Large accelerated filer o | Accelerated Filer o | Non-accelerated filer o | Smaller reporting company R |
| (Do not check if smaller reporting company) |
Indicate by check mark whether the Company is a shell company (as defined in Rule 12b-2 of the Act): Yes o No R
SPECTRUM GROUP INTERNATIONAL, INC.
FORM 10-K/A ANNUAL REPORT
SECOND AMENDMENT
For the Fiscal Year Ended June 30, 2010
| This second amendment to the Company's Report on Form 10-K is being filed to include the exhibits required by items 601(b)(31) and (b)(32) of Regulation S-K. | |
PART IV ITEM 15. EXHIBITS AND FINANCIAL STATEMENTS SCHEDULES (a)The following documents are filed as part of this report: 3.Exhibits required to be filed by Item 601 of Regulation S-K The information called for by this item is incorporated herein by reference to the Exhibit Index in this report. |
EXHIBIT INDEX | |||
| Regulation S-K Exhibit Table Item No. | |||
| 31.1 | Certification by the Chief Executive Officer. Filed herewith | ||
| 31.2 | Certification by the Chief Financial Officer. Filed herewith. | ||
| 32.1 | Certification by Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Filed herewith. | ||
| 32.2 | Certification by Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Filed herewith. | ||
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
Date: March 3, 2011 SPECTRUM GROUP INTERNATIONAL, INC.
By: /s/ Gregory N. Roberts
Name: Gregory N. Roberts
Title: President and Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| Signatures | Title(s) | Date |
| /s/ Gregory N. Roberts | President, Chief Executive Officer and Director | March 3, 2011 |
| Gregory N. Roberts | (Principal Executive Officer) | |
| s/ Paul Soth | Chief Financial Officer and Executive Vice President | March 3, 2011 |
| Paul Soth | (Principal Financial Officer) | |
| /s/ Antonio Arenas | Director | March 3, 2011 |
| Antonio Arenas | ||
| /s/ Jeffrey D. Benjamin | Director | March 3, 2011 |
| Jeffrey D. Benjamin | ||
| /s/ George Lumby | Director | March 3, 2011 |
| George Lumby | ||
| /s/ John Moorhead | Director | March 3, 2011 |
| John Moorhead | ||
/s/ Christopher W. Nolan, Sr. | Director | March 3, 2011 |
| Christopher W. Nolan, Sr. | ||
| /s/ Jess M. Ravich | Director | March 3, 2011 |
| Jess M. Ravich |