UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-Q/A
(Amendment
No. 1)
Form
10-Q
x
QUARTERLY REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
For
the quarterly period ended March 31, 2007
OR
o
TRANSITION REPORT UNDER
SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
For
the transition period from
___________to___________
Commission
File Number 001-32334
TurboChef
Technologies, Inc.
(Exact
name of Registrant as specified in its Charter)
DELAWARE
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48-1100390
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(State or other
jurisdiction of incorporation or
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(I.R.S. employer identification
number)
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organization)
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Six Concourse Parkway, Suite
1900
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Atlanta, Georgia
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30328
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(Address of principal
executive offices)
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(Zip
code)
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Registrant’s telephone number, including
area code:
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(678)
987-1700
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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 is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting
company. See definition of “large accelerated filer,” “accelerated
filer” and “smaller reporting company” in Rule 12b-2 of the Exchange
Act.
Large
accelerated filer
¨
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Accelerated
filer
þ
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Non-accelerated
file
¨
(Do
not check if a smaller reporting company)
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Smaller
reporting company
¨
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Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act). Yes [
] No
[X]
Indicate
the number of shares outstanding of each of the Registrant’s classes of common
stock, as of the latest practical date.
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Number of Shares
Outstanding
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Title of Each Class
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at September
1, 2007
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Common Stock, $0.01
Par Value
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29,240,175
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TURBOCHEF
TECHNOLOGIES, INC.
TABLE
OF CONTENTS
Form
10-Q/A Item
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Page
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Part II. Other
Information
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Item 6.
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Exhibits
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3
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Signatures
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4
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Explanatory
Note
We are filing this Amendment No. 1 to
our Quarterly Report on Form 10-Q for the quarter ended March 31, 2007 to amend
Exhibit 10.1 filed therewith. The amendment is being made to restore
certain portions of Exhibit 10.1 that we had original requested to be treated
confidentially. The restoration of the redacted portions is being
made at the request of the staff of the Securities and Exchange
Commission. This Amendment No. 1 does not reflect events occurring
after the filing of the original Quarterly Report on Form 10-Q and, other than
the filing of the revised portions of Exhibit 10.1, does not modify or update
the disclosures in the original Quarterly Report on Form 10-Q in any
way.
PART
II. OTHER INFORMATION
ITEM
6. EXHIBITS
EXHIBITS
10.1*
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2007
Incentive-Based Compensation Plan
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31.1
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Certification
of Principal Executive Officer Pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
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31.2
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Certification
of Principal Financial Officer Pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
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32
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Certification
of Principal Executive Officer and Principal Financial Officer Pursuant to
Section 906 of the Sarbanes-Oxley Act of
2002
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_______________
*
Portions of this document have been omitted and filed separately with the
Securities and Exchange Commission pursuant to a request for confidential
treatment of the omitted portions under Rule 24b-2 of the Securities and
Exchange Act of 1934, as amended.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this amendment to report to be signed on its behalf by the
undersigned, thereunto duly authorized.
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TURBOCHEF TECHNOLOGIES,
INC.
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By:
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/s/
J. Miguel Fernandez de Castro
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J.
Miguel Fernandez de Castro
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Chief
Financial Officer
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(Duly
Authorized Officer and
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Principal
Financial Officer)
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Dated: November
10, 2008
4