UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
AMENDMENT NO. 1 ON
FORM 10-Q/A
(MARK ONE)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE PERIOD ENDED SEPTEMBER 30, 2001
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE TRANSITION PERIOD FROM _______________________ TO
_________________________.
Commission file # 000-28229
CALIPER TECHNOLOGIES CORP.
(Exact name of registrant as specified in its charter)
Delaware 33-0675808
(State of Incorporation) (I.R.S. Employer Identification Number)
605 FAIRCHILD DRIVE
MOUNTAIN VIEW, CA 94043-2234
(Address and zip code of principal executive offices)
Registrant's telephone number, including area code: (650) 623-0700
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. Yes [X] No [ ]
COMMON SHARES OUTSTANDING ON NOVEMBER 2, 2001: 24,131,170
EXPLANATORY NOTE
We are filing this amendment to our Quarterly Report on Form 10-Q,
originally filed with the Securities and Exchange Commission on November 14,
2001, solely for the purpose of amending Exhibit 10.33 under Item 6 of Part II.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
EXHIBIT
NUMBER DESCRIPTION OF DOCUMENT
------ -----------------------
3.1(1) Amended and Restated Certificate of Incorporation of Caliper.
3.2(2) Bylaws of Caliper.
4.1 Reference is made to Exhibits 3.1 and 3.2.
4.2(3) Specimen Stock Certificate.
10.33(4) LabChip Solutions Agreement, dated as of September 21, 2001,
between Caliper and Amphora Discovery Corp.
10.34(5) Consulting Agreement, dated as of October 8, 2001, between
Amphora Discovery Corp. and Michael R. Knapp.
10.35(5) Founder Restricted Stock Purchase Agreement, dated as of
October 8, 2001, between Amphora Discovery Corp. and Michael R.
Knapp.
10.36(5) Consulting Agreement, dated as of October 14, 2001, between
Amphora Discovery Corp. and James L. Knighton.
10.37(5) Founder Restricted Stock Purchase Agreement, dated as of
October 14, 2001, between Amphora Discovery Corp. and James L.
Knighton.
10.38(4)(5) Technology Access Agreement Amendment, dated August 20, 2001,
between Caliper and Eli Lilly and Company.
(1) Previously filed as Exhibit 3.3 to our Registration Statement on Form
S-1, Registration No. 333-88827.
(2) Previously filed as Exhibit 3.4 to our Registration Statement on Form
S-1, Registration No. 333-88827.
(3) Previously filed as the like-numbered Exhibit to our Registration
Statement on Form S-1, Registration No. 333-88827.
(4) Confidential treatment has been requested for a portion of this exhibit.
(5) Previously filed as the like-numbered Exhibit to our Quarterly Report on
Form 10-Q which this Form 10-Q/A amends.
(b) Reports on Form 8-K
We did not file a Current Report on Form 8-K during the quarter ended
September 30, 2001.
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SIGNATURES
Pursuant to the requirements 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.
CALIPER TECHNOLOGIES CORP.
March 14, 2002 By:/s/ DANIEL L. KISNER
--------------------------------
Daniel L. Kisner, M.D.
President and Chief
Executive Officer
By:/s/ ANTHONY T. HENDRICKSON
--------------------------------
Anthony T. Hendrickson
Corporate Controller and Principal
Accounting Officer
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EXHIBIT INDEX
3.1(1) Amended and Restated Certificate of Incorporation of
Caliper.
3.2(2) Bylaws of Caliper.
4.1 Reference is made to Exhibits 3.1 and 3.2.
4.2(3) Specimen Stock Certificate.
10.33(4) LabChip Solutions Agreement, dated as of September 21, 2001,
between Caliper and Amphora Discovery Corp.
10.34(5) Consulting Agreement, dated as of October 8, 2001, between
Amphora Discovery Corp. and Michael R. Knapp.
10.35(5) Founder Restricted Stock Purchase Agreement, dated as of
October 8, 2001, between Amphora Discovery Corp. and Michael
R. Knapp.
10.36(5) Consulting Agreement, dated as of October 14, 2001, between
Amphora Discovery Corp. and James L. Knighton.
10.37(5) Founder Restricted Stock Purchase Agreement, dated as of
October 14, 2001, between Amphora Discovery Corp. and James
L. Knighton.
10.38(4)(5) Technology Access Agreement Amendment, dated August 20,
2001, between Caliper and Eli Lilly and Company.
(1) Previously filed as Exhibit 3.3 to our Registration Statement on Form
S-1, Registration No. 333-88827.
(2) Previously filed as Exhibit 3.4 to our Registration Statement on Form
S-1, Registration No. 333-88827.
(3) Previously filed as the like-numbered Exhibit to our Registration
Statement on Form S-1, Registration No. 333-88827.
(4) Confidential treatment has been requested for a portion of this exhibit.
(5) Previously filed as the like-numbered Exhibit to our Quarterly Report on
Form 10-Q which this Form 10-Q/A amends.
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