Attached files
file | filename |
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EX-31.1 - EX-31.1 - MISCOR GROUP, LTD. | d579280dex311.htm |
EX-31.2 - EX-31.2 - MISCOR GROUP, LTD. | d579280dex312.htm |
Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q/A
x | Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the quarterly period ended March 31, 2013
or
¨ | Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
Commission file number: 000-52380
MISCOR GROUP, LTD.
(Exact name of registrant as specified in its charter)
Indiana | 20-0995245 | |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
800 Nave Road, SE
Massillon, OH 44646
(Address of principal executive offices/zip code)
Registrants telephone number, including area code: (330) 830-3500
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. x Yes ¨ 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). x 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 | ¨ | Accelerated filer | ¨ | |||
Non-accelerated filer | ¨ (Do not check if a smaller reporting company) | Smaller reporting company | x |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ¨ Yes x No
Indicate the number of shares outstanding of each of the issuers classes of common stock, as of the latest practicable date. As of April 16, 2013, there were 11,684,987 shares outstanding of the issuers Common Stock, without par value.
Table of Contents
EXPLANATORY NOTE
This Form 10-Q/A is being filed in order to amend the original Form 10-Q for the period ending March 31, 2013, filed on May 13, 2013, to include as an exhibit the Agreement and Plan of Merger, dated as of March 13, 2013, by and among Integrated Electrical Services, Inc., MISCOR Group Ltd. (the Company), and IES Subsidiary Holdings, Inc. (the Merger Agreement). The Merger Agreement is incorporated by reference from MISCORs Form 8-K filed on March 13, 2013.
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MISCOR GROUP, LTD.
Item |
Page Number |
|||||
PART II - OTHER INFORMATION | ||||||
6. |
Exhibits | 1 | ||||
Signatures | 2 |
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ITEM 6. | EXHIBITS |
The following documents are included or incorporated by reference in this Quarterly Report on Form 10-Q:
Exhibit |
Description | |
2.1 | Agreement and Plan of Merger, dated as of March 13, 2013, by and among Integrated Electrical Services, Inc., the Company, and IES Subsidiary Holdings, Inc. (incorporated by reference to Exhibit 2.1 to the Registrants Current Report on Form 8-K filed on March 13, 2013) | |
31.1 | Certification by Chief Executive Officer required by Rule 13a-14(a) or 15d-14(a) of the Exchange Act | |
31.2 | Certification by Chief Accounting Officer required by Rule 13a-14(a) or 15d-14(a) of the Exchange Act | |
32* | Section 1350 Certifications | |
101* | The following materials from the Companys Quarterly Report on Form 10-Q for the quarter ended June 30, 2013, formatted in XBRL: (i) the Condensed Consolidated Balance Sheets, (ii) the Condensed Consolidated Statements of Operations, (iii) the Condensed Consolidated Statements of Cash Flows and (iv) the Notes to Unaudited Condensed Consolidated Financial Statements. |
* | Incorporated by reference from original Form 10-Q for the period ending March 31, 2013, filed on May 13, 2013. |
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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.
MISCOR GROUP, LTD. | ||||
August 6, 2013 | By: | /s/ Marc Valentin, CPA, CGMA | ||
Marc Valentin, CPA, CGMA | ||||
Chief Accounting Officer | ||||
(Signing on behalf of the registrant as Principal Financial and Accounting Officer) |
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EXHIBIT LIST
Exhibit |
Description | |
2.1 | Agreement and Plan of Merger, dated as of March 13, 2013, by and among Integrated Electrical Services, Inc., the Company, and IES Subsidiary Holdings, Inc. (incorporated by reference to Exhibit 2.1 to the Companys Current Report on Form 8-K filed on March 13, 2013) | |
31.1 | Certification by Chief Executive Officer required by Rule 13a-14(a) or 15d-14(a) of the Exchange Act | |
31.2 | Certification by Chief Accounting Officer required by Rule 13a-14(a) or 15d-14(a) of the Exchange Act |