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SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549


Amendment No. 1 on

FORM 10-K/A

FOR ANNUAL AND TRANSITION REPORTS PURSUANT TO SECTIONS 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

     
þ   ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended: July 31, 2004

     
o   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 0-6715

ANALOGIC CORPORATION

(Exact name of registrant as specified in its charter)
     
Massachusetts   04-2454372
(State or other jurisdiction of
Incorporation or organization)
  (I.R.S. Employer Identification No.)
     
8 Centennial Drive, Peabody, Massachusetts    01960 
(Address of principal executive offices)   (Zip Code)

(978) 977-3000
(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, $.05 par value
(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 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 þ No o

     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. o

     Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes þ No o

     The aggregate market value of the Registrant’s Common Stock held by non-affiliates of the registrant at January 30, 2004 was approximately $502,626,000.

     Number of shares of Common Stock outstanding at December 31, 2004: 13,688,954

Documents Incorporated by Reference: None

 
 

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TABLE OF CONTENTS

Explanatory Note
PART IV
Item 15. Exhibits and Financial Statement Schedules
SIGNATURES
INDEX TO EXHIBITS
EX-31.1 Certification of CEO
EX-31.2 Certification of CFO


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Explanatory Note

     The purpose of this Amendment No. 1 on Form 10-K/A (“Amendment No. 1”) is to amend the cover page to indicate correctly that (1) Analogic Corporation (the “Company”) is filing an Annual Report (rather than a transition report) pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934, (2) the Company’s Annual Report on Form 10-K filed February 1, 2005 (the “Original 10-K”) contained disclosure of delinquent filers pursuant to Item 405 of Regulation S-K, and (3) the Company is an accelerated filer. Each such item was incorrectly marked on the cover page of the Original 10-K due to clerical error. At the time the Original 10-K was filed, the Company had not filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 because it had not filed its Quarterly Report on Form 10-Q for the quarterly period ended October 31, 2004 (the “10-Q”). As of the filing of this Amendment No. 1, the Company has filed the 10-Q, and the cover page of this Amendment No. 1 therefore indicates that the Company 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.

PART IV

Item 15. Exhibits and Financial Statement Schedules

3. Exhibits:

The Exhibits listed in the Exhibit Index are filed as part of this Amendment No. 1 to Annual Report on Form 10-K/A.

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SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) 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.

             
    ANALOGIC CORPORATION
 
           
      By   /s/John W. Wood Jr.
           
          John W. Wood Jr.
          President and Chief Executive Officer
 
           
    Date:   February 18, 2005

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INDEX TO EXHIBITS

Title

     
31.1
  Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/Rule 15d-15(a) of the Securities Exchange Act of 1934, as amended
 
   
31.2
  Certification of Chief Financial Officer pursuant to Rule 13a-14(a)/Rule 15d-15(a) of the Securities Exchange Act of 1934, as amended

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