UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(Amendment No. 1)
(Mark One)
x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2012
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: 1-32383
BlueLinx Holdings Inc.
(Exact name of registrant as specified in its charter)
Delaware | 77-0627356 | |
(State of Incorporation) | (I.R.S. Employer Identification No.) | |
4300 Wildwood Parkway, Atlanta, Georgia | 30339 | |
(Address of principal executive offices) | (Zip Code) |
(770) 953-7000
(Registrants telephone number, including area code)
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 during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). 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 the definitions of large accelerated filer, accelerated filer, and small reporting company in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ¨ | Accelerated filer | ¨ | |||
Non-accelerated filer | x (Do not check if a smaller reporting company) | 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
As of August 2, 2012 there were 63,698,287 shares of BlueLinx Holdings Inc. common stock, par value $0.01, outstanding.
EXPLANATORY NOTE
The purpose of this Amendment No. 1 on Form 10-Q/A to BlueLinx Holdings Inc.s Quarterly Report on Form 10-Q for the period ended June 30, 2012, filed with the Securities and Exchange Commission on August 2, 2012 (the Form 10-Q), is solely to furnish Exhibit 101 XBRL (eXtensible Business Reporting Language) interactive data files within the 30-day grace period provided by Rule 405(a)(2) of Regulation S-T applicable for the first quarterly period in which detailed footnote tagging is required.
No other changes have been made to the Form 10-Q, and this Form 10-Q/A does not does not reflect any subsequent events occurring after the original filing date of the Form 10-Q or modify or update any other disclosures made in the Form 10-Q.
Pursuant to Rule 406T of Regulation S-T, the interactive data files contained in Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.
Item 6. Exhibits
Exhibit |
Description | |
3.1 | Second Amended and Restated Certificate of Incorporation of BlueLinx Holdings, Inc., dated May 18, 2012 (Incorporated by reference to Appendix B to the proxy statement for the 2012 Annual Meeting of Stockholders filed on Schedule 14A with the Securities and Exchange Commission on April 16, 2012). | |
10.1 | Amended and Restated BlueLinx Holdings, Inc. 2006 Long-Term Equity Incentive Plan (as amended through May 17, 2012 and restated solely for purposes of filing pursuant to Item 601 of Regulation S-K) (Incorporated by reference to Appendix A to the proxy statement for the 2012 Annual Meeting of Stockholders filed on Schedule 14A with the Securities and Exchange Commission on April 16, 2012).(1) | |
31.1 | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.(1) | |
31.2 | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.(1) | |
32.1 | Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.(1) | |
32.2 | Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.(1) | |
101 | The following financial information from the Registrants Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2012, formatted in Extensible Business Reporting Language (XBRL): (i) Consolidated Statements of Operations, (ii) Consolidated Balance Sheets, (iii) Consolidated Statements of Cash Flows and (iv) Notes to Consolidated Financial Statements (Unaudited). |
(1) | Previously filed with the Quarterly Report on Form 10-Q filed on August 2, 2012 for the period ended June 30, 2012. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.
BlueLinx Holdings Inc. | ||||||
(Registrant) | ||||||
Date: August 16, 2012 | /s/ H. Douglas Goforth | |||||
H. Douglas Goforth | ||||||
Chief Financial Officer and Treasurer |
EXHIBIT INDEX
Exhibit |
Description | |
101 | The following financial information from the Registrants Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2012, formatted in Extensible Business Reporting Language (XBRL): (i) Consolidated Statements of Operations, (ii) Consolidated Balance Sheets, (iii) Consolidated Statements of Cash Flows and (iv) Notes to Consolidated Financial Statements (Unaudited). |
Commitments and Contingencies (Details Textual)
|
Jun. 30, 2012
|
---|---|
Commitments and Contingencies (Textual) [Abstract] | |
Percentage of total work force covered under collective bargaining agreements | 30.00% |
Percentage of work force expired | 11.00% |
Basis of Presentation and Background (Details)
|
6 Months Ended |
---|---|
Jun. 30, 2012
Customer
Contract
Product
Store
Person
|
|
Organization and Presentation of Financial Statements [Abstract] | |
Number of employees | 1,900 |
Number of suppliers | 750 |
Number of products | 10,000 |
Number of customers | 11,500 |
Number of distribution centers | 55 |
Derivatives (Details Textual) (USD $)
|
3 Months Ended | 6 Months Ended | |||
---|---|---|---|---|---|
Jun. 30, 2012
|
Jul. 02, 2011
|
Jun. 30, 2012
|
Jul. 02, 2011
|
Dec. 31, 2011
|
|
Derivatives (Textual) [Abstract] | |||||
Fair value of interest swap liability | $ 0 | ||||
Changes associated with the ineffective interest rate swap | (1,751,000) | ||||
Amortization of remaining accumulated other comprehensive loss of ineffective swap | 400,000 | ||||
Portion of net income related to reducing fair value of ineffective interest rate swap liability | $ 2,200,000 |
Assets Held for Sale and Net Gain on Disposition
|
6 Months Ended |
---|---|
Jun. 30, 2012
|
|
Assets Held for Sale and Net Gain on Disposition [Abstract] | |
Assets Held for Sale and Net Gain on Disposition |
4. Assets Held for Sale and Net Gain on Disposition We have certain facilities that we have designated as assets held for sale. At the time of designation, we ceased recognizing depreciation expense on these assets. As of June 30, 2012 and December 31, 2011, total assets held for sale were $9.5 million and $2.3 million respectively, and were included in “Other current assets” in our Consolidated Balance Sheets. During the first quarter of fiscal 2012, we sold certain real properties held for sale that resulted in a $0.5 million gain recorded in “Selling, general, and administrative” expenses in the Consolidated Statements of Operations. During the second quarter of fiscal 2012, we designated our Fremont, California location as held for sale and recorded the net book value of $6.6 million in “Other current assets” in our Consolidated Balance Sheet. We believe a sale is probable within the next six months. We plan to relocate in the surrounding area to continue servicing the immediate market. There were no sales of real properties during the second quarter of fiscal 2012. We continue to actively market the remaining properties that are held for sale. |