FORM 10-Q/A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 |
For the quarterly period ended April 30, 2005
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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 0-20578
Layne Christensen Company
(Exact name of registrant as specified in its charter)
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| Delaware
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48-0920712 |
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer Identification No.) |
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| 1900 Shawnee Mission Parkway, Mission Woods, Kansas
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66205 |
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| (Address of principal executive offices)
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(Zip Code) |
(Registrant’s telephone number, including area code) (913) 362-0510
Not Applicable
(Former name, former address and former fiscal year, if changed since last report.)
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 an accelerated filer (as defined in Rule
12b-2 of the Act). Yes [X] No [ ]
There were 12,620,070 shares of common stock, $.01 par value per share, outstanding on May 31,
2005.
EXPLANATORY NOTE
In accordance with Exchange Act Rule 12b-5, this Amendment No. 1 on Form 10-Q/A amends
certain items of the Quarterly Report on Form 10-Q of Layne Christensen Company (the “Company”) for
the quarterly period ended April 30, 2005, filed with the Securities and Exchange Commission (the
“SEC”) on June 6, 2005, and presents the relevant text of the items amended. These amended items
do not restate the Company’s consolidated financial statements previously filed in the Form 10-Q.
This Form 10-Q/A does not reflect events occurring after the filing of the original Form 10-Q or
modify or update those disclosures affected by subsequent events.
The changes reflected in this Form 10-Q/A relate solely to the Exhibit Index in Part II, Item 6 and
reflect the inclusion of corrected Section 302 Certifications of the Principal Executive Officer
and the Principal Financial Officer (Exhibits 31(1) and 31(2)), which are being filed in response
to comments received from the SEC Staff. The Exhibit Index is also amended to reflect the
inclusion, pursuant to Rule 12b-15, of updated Section 906 Certifications of certain executive
officers.
PART II
ITEM 6 — Exhibits and Reports on Form 8-K
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31(1)
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Section 302 Certification of Chief Executive Officer of the Company |
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31(2)
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Section 302 Certification of Chief Financial Officer of the Company |
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32(1)
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Section 906 Certification of Chief Executive Officer of the Company |
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32(2)
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Section 906 Certification of Chief Financial Officer of the Company |
Form 8-K filed on March 31, 2005 related to the Company’s fiscal year ended January 31, 2005
press release.
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