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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
AMENDMENT NO. 1
TO
FORM 10-K
(MARK ONE)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
FOR THE FISCAL YEAR ENDED JUNE 30, 2001
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
FOR THE TRANSITION PERIOD FROM _______ TO _____
COMMISSION FILE NUMBER 0-27887
COLLECTORS UNIVERSE, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 33-0846191
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER IDENTIFICATION NO.)
INCORPORATION OR ORGANIZATION)
1921 E. ALTON AVENUE, SANTA ANA, CALIFORNIA 92705
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
(949) 567-1234
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: NONE
SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: COMMON STOCK, PAR
VALUE $.001 PER SHARE
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 [ ]
INDICATE, BY CHECK MARK, IF DISCLOSURE OF DELINQUENT FILERS PURSUANT 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. [ ]
AS OF SEPTEMBER 10, 2001, THE AGGREGATE MARKET VALUE OF THE COMMON STOCK
HELD BY NON-AFFILIATES WAS APPROXIMATELY $19,365,385.
AS OF SEPTEMBER 10, 2001, A TOTAL OF 24,995,740 SHARES OF REGISTRANT'S
COMMON STOCK WERE OUTSTANDING.
DOCUMENTS INCORPORATED BY REFERENCE
PART III OF THE FORM 10-K IS INCORPORATED BY REFERENCE FROM REGISTRANT'S
DEFINITIVE PROXY STATEMENT FOR ITS ANNUAL MEETING WHICH IS EXPECTED TO BE FILED
WITH THE SECURITIES AND EXCHANGE COMMISSION ON OR BEFORE OCTOBER 30, 2001.
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COLLECTORS UNIVERSE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(in thousands, except share and per share data)
COMMON STOCK ADDITIONAL RETAINED TREASURY STOCK
--------------------- PAID-IN EARNINGS ----------------------------
SHARES AMOUNT CAPITAL (DEFICIT) SHARES AMOUNT TOTAL
-------- -------- -------- ----------- ---------- -------------- --------
Balance at June 30, 1998 20,667 $ 20 $ 70 $ 2,077 4,535 $ (605) $ 1,562
Dividends to stockholders (2,610) (2,610)
Undistributed earnings of
S Corporation 316 (316) --
Sale of treasury stock (318) 116 116
Cancellation of treasury
stock (3,356) (3) 3 (489) (3,356) 489 --
Issuance of shares in
acquisition 1,689 2 3,563 (861) 3,565
Issuance of common stock in
private placement 1,282 1 6,390 6,391
Compensation expense related to
stock options granted 1,244 1,244
Net loss (170) (170)
-------- -------- -------- ----------- ---------- -------------- --------
Balance at June 30, 1999 20,282 20 11,586 (1,508) -- -- 10,098
Issuance of common stock in
public offering 4,000 4 21,351 21,355
Issuance of shares in
acquisition 1,000 1 7,624 7,625
Exercise of stock options 147 323 323
Tax benefit of stock option
exercise 111 111
Compensation expense related to
stock options granted 61 61
Net income 1,542 1,542
-------- -------- -------- ----------- ---------- -------------- --------
Balance at June 30, 2000 25,429 25 41,056 34 -- -- 41,115
Repurchase of common stock (500) (1,021) (1,021)
Employee stock purchase plan 41 1 53 54
Compensation expense related
to stock options granted 51 51
Net loss (649) (649)
-------- -------- -------- ----------- ---------- -------------- --------
Balance at June 30, 2001 25,470 $ 26 $ 41,160 $ (615) (500) $ (1,021) $ 39,550
======== ======== ======== =========== ========== ============== ========
The accompanying notes are in integral part of these consolidated financial
statements.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
COLLECTORS UNIVERSE, INC.
Date: September 25, 2001 By: /s/ GARY N. PATTEN
------------------------------
Gary N. Patten, Chief Financial
Officer, Chief Accounting Officer
and Secretary
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints David G. Hall and Gary N. Patten, jointly
and severally, his or her respective attorneys-in-fact, each with the power of
substitution, for each other in any and all capacities, to sign any amendments
to this Report on Form 10-K, and to file the same, with exhibits thereto and
other documents in connection therewith, with the Securities and Exchange
Commission, hereby ratifying and confirming all that each of said
attorneys-in-fact, or his or her respective substitute or substitutes, may do or
cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed by the following persons on behalf of the Registrant
and in the capacities and on the dates indicated.
SIGNATURE TITLE DATE
---------------------------- ----------------------------------- ------------------
/s/ DAVID HALL Chairman, Chief Executive Officer September 25, 2001
---------------------------
David G. Hall
/s/ GARY N. PATTEN President, Chief Financial Officer, September 25, 2001
--------------------------- Chief Accounting Officer and
Gary N. Patten Secretary
/s/ Q. DAVID BOWERS Executive Vice President and Director September 25, 2001
---------------------------
Q. David Bowers
/s/ ROGER W. JOHNSON Director September 25, 2001
---------------------------
Roger W. Johnson
/s/ BEN A. FRYDMAN Director September 25, 2001
---------------------------
Ben A. Frydman
/s/ VAN D. SIMMONS Director September 25, 2001
---------------------------
Van D. Simmons
/s/ JAMES H. O'NEAL Director September 25, 2001
---------------------------
James H. O'Neal
/s/ A. CLINTON ALLEN Director September 25, 2001
---------------------------
A. Clinton Allen
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