Washington, D.C. 20549
FORM 10-K/A
(Amendment No. 1)
[X] Annual Report Pursuant To Section 13 or 15(D) of the Securities Exchange
Act of 1934 for the Fiscal Year Ended September 30, 2002
[ ] Transition Report Pursuant To Section 13 or 15(D) of the Securities
Exchange Act of 1934 for the Transition Period from _______ to _______
Commission File No. 0-19260
RENTECH, INC.
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(Exact name of registrant as specified in its charter)
Colorado 84-0957421
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(State of Incorporation) (I.R.S. Employer Identification No.)
1331 17th Street, Suite 720
Denver, Colorado 80202
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(Address of principal executive offices)
Telephone number: (303) 298-8008
Securities registered pursuant to Section 12(b) of the Act:
Title of Class: Name of Exchange on Which Registered:
Common stock, $0.01 par value The American Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:
Preferred Stock Purchase Rights
(Title of Class)
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 past 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 .
Indicate by check mark if disclosure of delinquent filers in response to
Item 405 of Regulation S-K 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. [X]
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Act). Yes [ ] No [X]
Aggregate market value of voting stock held by nonaffiliates at March 31,
2002: $37,348,773.
Common stock outstanding at December 17, 2002: 72,092,667
Rentech, Inc. is filing this Amendment No. 1 to its Annual Report on Form
10-K for the year ended September 30, 2002 filed with the Securities and
Exchange Commission on December 24, 2002.
The purpose of this amendment is to amend Item 15(a) by adding to the
Independent Auditors' Report a symbol before the typed name of the independent
auditors in the independent auditors' report on Page F-2 to show that they have
adopted their typed name as their authorized signature to the report.
Item 15. Exhibits, Financial Statement Schedules and Reports on Form 8-K.
(a) Financial Statements See Index to Financial Statements and
Schedules at Page F-1.
Independent Auditors' Report
Pursuant to the requirement of the Securities Exchange Act of 1934, the
registrant has caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
RENTECH, INC.
December 24, 2002 By: /s/ James P. Samuels
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James P. Samuels
Vice President - Finance
And Chief Financial Officer
INDEPENDENT AUDITORS' REPORT
Stockholders and Board of Directors
Rentech, Inc.
Denver, Colorado
We have audited the accompanying consolidated balance sheets of Rentech, Inc.
and Subsidiaries (the "Company") as of September 30, 2002 and 2001, and the
related consolidated statements of operations, stockholders' equity and cash
flows for each of the three years in the period ended September 30, 2002. These
financial statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of the Company as of
September 30, 2002 and 2001 and the results of their operations and their cash
flows for each of the three years in the period ended September 30, 2002 in
conformity with accounting principles generally accepted in the United States of
America.
The accompanying financial statements have been prepared assuming the Company
will continue as a going concern. As discussed in Note 1 to the financial
statements, the Company has experienced circumstances, which raise substantial
doubt about its ability to continue as a going concern. Management's plans
regarding those matters also are described in Note 1. The financial statements
do not include any adjustments that might result from the outcome of this
uncertainty.
/s/ Ehrhardt Keefe Steiner & Hottman PC
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December 18, 2002 Ehrhardt Keefe Steiner & Hottman PC
Denver, Colorado