10-Q/A 1 d94843a1e10-qa.txt AMENDMENT NO. 1 TO FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A AMENDMENT NO. 1 QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended Commission File No. 0-23866 December 31, 2001 VARI-L COMPANY, INC. ------------------------------------------------------- (Exact name of Registrant as specified in its charter.) Colorado 06-0679347 ------------------------ ------------------------------------ (State of Incorporation) (I.R.S. Employer identification No.) 4895 Peoria Street Denver, Colorado 80239 ---------------------------------------- (Address of principal executive offices) (303) 371-1560 ---------------------------------------------------- (Registrant's 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 ----- ----- The number of shares outstanding of each of the issuer's classes of common stock, as of December 31, 2001: Class of Securities Outstanding Securities ------------------- ---------------------- $0.01 par value 7,128,723 shares Common shares VARI-L COMPANY, INC. December 31, 2001 CORRECTION OF TYPOGRAPHICAL ERROR IN ITEM 2, MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION We incorporate by reference herein Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operation for the Registrant's Report on Form 10-Q for the quarterly period ended December 31, 2001 as filed with the Commission, except for the second paragraph of Results of Operation for the Six Months Ended December 31, 2001 Compared to the Six Months ended December 31, 2000 -- Net Loss and Loss per Share, in which a typographical error was made by referencing a three month period instead of six month period for proforma net income. Results of Operation for the Six Months Ended December 31, 2001 Compared to the Six Months ended December 31, 2000 * * * * Net Loss and Loss per Share * * * * For the six months ended December 31, 2000, the net loss was $211,000, or $0.03 per share. Excluding the impact of stock compensation, which is a non-cash charge and expenses relating to accounting restatements (which management believes are not indicative of continuing operating expenses) net income for the six months ended December 31, 2000 would have been $2.1 million or $0.30 per share (basic and diluted). 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. VARI-L COMPANY, INC. Date: March 7, 2002 By: /s/ Richard P. Dutkiewicz ---------------------- ----------------------------------------- Richard P. Dutkiewicz, Vice President of Finance and Chief Financial Officer 3