Attached files
file | filename |
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EX-32.1 - DARLING INGREDIENTS INC. | ex32q309.htm |
EX-32.2 - DARLING INGREDIENTS INC. | ex32c030310.htm |
EX-31.1 - DARLING INGREDIENTS INC. | ex31ceo3q09.htm |
EX-31.2 - DARLING INGREDIENTS INC. | ex31cfo3q09.htm |
EX-31.4 - DARLING INGREDIENTS INC. | ex31cfo030310.htm |
EX-31.3 - DARLING INGREDIENTS INC. | ex31ceo030310.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
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 quarterly period ended October 3, 2009 | ||
OR | ||
/ / 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 001-13323
DARLING
INTERNATIONAL INC.
(Exact
name of registrant as specified in its charter)
Delaware | 36-2495346 | |
(State or other jurisdiction | (I.R.S. Employer | |
of incorporation or organization) | Identification Number) | |
251 O'Connor Ridge Blvd., Suite 300 | ||
Irving, Texas | 75038 | |
(Address of principal executive offices) | (Zip Code) |
Registrant's telephone
number, including area code: (972)
717-0300
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 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 (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
Registrant was required to submit and post such
files). Yes
No ___
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.
Large
accelerated filer
|
X
|
Accelerated
filer
|
Non-accelerated
filer
|
Smaller
reporting company
|
||||||
(Do
not check if a smaller reporting company)
|
Indicate
by check mark whether the Registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act). Yes
No X
There were 82,226,690 shares of common stock, $0.01 par value, outstanding
at November 5, 2009.
1
|
EXPLANATION
OF AMENDMENT
|
This Form
10-Q/A to the Quarterly Report on Form 10-Q of Darling International Inc. for
the quarter ended October 3, 2009, which was filed with the Securities and
Exchange Commission on November 12, 2009 (the “Original
Filing”), is being filed solely to correct mistakes in the EDGAR
submission with respect to certain dates set forth in Exhibits 31.1, 31.2 and 32
thereto. The execution versions of Exhibits 31.1, 31.2 and 32
contained in the Company’s records include the correct date of November 12,
2009; however, in preparing the EDGAR submission of such exhibits, incorrect
dates were inadvertently included. Therefore, this Form 10-Q/A is
being filed solely to (i) amend Exhibit 31.1 to the Original Filing as set
forth in Exhibit 31.1 hereto by changing the date of such exhibit from August
13, 2009 to November 12, 2009, (ii) amend Exhibit 31.2 to the Original
Filing as set forth in Exhibit 31.2 hereto by changing the date of such exhibit
from August 13, 2009 to November 12, 2009 and (iii) amend Exhibit 32 to the
Original Filing as set forth in Exhibit 32.1 hereto by correcting the date
referenced in such exhibit from the Form 10-Q for the period ending July 4, 2009
to the Form 10-Q for the period ending October 3, 2009 and by changing the date
of such exhibit to November 12, 2009. In addition, the Company is
filing additional certifications, dated as of the date hereof, as Exhibits 31.3,
31.4 and 32.2, which are being furnished in order to provide certifications as
of the date of the filing of this Form 10-Q/A. No other information
in the Original Filing is amended hereby, all such information continues to
speak as of the date of the Original Filing, and, except for the amendment of
Exhibits 31.1, 31.2 and 32 and the addition of Exhibits 31.3, 31.4 and 32.2,
this Form 10-Q/A does not update or otherwise amend the disclosure
contained in the Original Filing to reflect any events or circumstances that
have occurred since the date of the Original Filing.
2
PART
II. Other Information
Item
6. EXHIBITS
The
following exhibits are filed herewith:
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|||
31.1
|
Certification
pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange
Act of 1934, of Randall C. Stuewe, the Chief Executive Officer of the
Company, dated as of November 12, 2009.
|
||
31.2
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Certification
pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange
Act of 1934, of John O. Muse, the Chief Financial Officer of the Company,
dated as of November 12, 2009.
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||
31.3
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Certification
pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange
Act of 1934, of Randall C. Stuewe, the Chief Executive Officer of the
Company, dated as of March 3, 2010.
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||
31.4
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Certification
pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange
Act of 1934, of John O. Muse, the Chief Financial Officer of the Company,
dated as of March 3, 2010.
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||
32.1
|
Certification
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002, of Randall C. Stuewe, the Chief Executive
Officer of the Company, and of John O. Muse, the Chief Financial Officer
of the Company, dated as of November 12, 2009.
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||
32.2
|
Certification
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002, of Randall C. Stuewe, the Chief Executive
Officer of the Company, and of John O. Muse, the Chief Financial Officer
of the Company, dated as of March 3, 2010.
|
3
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.
DARLING
INTERNATIONAL INC.
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Date: March
3, 2010
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By:
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/s/ Randall
C. Stuewe
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Randall
C. Stuewe
|
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Chairman
and
|
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Chief
Executive Officer
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Date: March
3, 2010
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By:
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/s/ John
O. Muse
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John
O. Muse
|
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Executive
Vice President
|
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Administration
and Finance
|
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(Principal
Financial Officer)
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4