Amendment No. 1 to Form 10-Q

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 10-Q/A

 

 

(Amendment No. 1)

 

þ

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

For the quarterly period ended September 30, 2012

OR

 

¨

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

Commission file number 1-14368

 

 

 

        Titanium Metals Corporation        

(Exact name of registrant as specified in its charter)

 

 

 

                     Delaware                    

  

                13-5630895                 

(State or other jurisdiction of

incorporation or organization)

  

(IRS Employer

Identification No.)

        5430 LBJ Freeway, Suite 1700, Dallas, Texas        

  

        75240-2697         

(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (972) 233-1700

 

 

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, and (2) has been subject to such filing requirements for the past 90 days.    Yes  þ    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  þ    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 (as defined by Rule 12b-2 of the Exchange Act).

 

þ  Large accelerated filer  

¨  Accelerated filer

  

¨  Non-accelerated filer

  

¨  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  þ

Number of shares of common stock outstanding on November 2, 2012: 175,061,774

 

 

 

EXPLANATORY NOTE

The sole purpose of this amendment to our Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2012, originally filed with the Securities and Exchange Commission on November 9, 2012, is to furnish Exhibit 101 to the Form 10-Q which contains the XBRL (eXtensible Business Reporting Language) Interactive Data file for the financial statements and notes included in Part 1, Item 1 of the Form 10-Q which was previously disclosed in Item 6, Exhibits, but was not furnished.

No changes have been made to the Form 10-Q other than the furnishing of Exhibit 101 described above. This amendment does not reflect subsequent events occurring after the original filing date of the Form 10-Q or modify or update in any way disclosures made in the Form 10-Q.

Pursuant to Rule 406T of Regulation S-T, the Interactive Data File on Exhibit 101 hereto is deemed not filed or part of a registration statement or prospectus for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 19 of the Securities Act of 1934, as amended, and otherwise is not subject to liability under those sections.

 

- 1 -

Item 6. EXHIBITS

 

  31.1+   

Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

  31.2+   

Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

  32.1+   

Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS*   

XBRL Instance Document

101.SCH*   

XBRL Taxonomy Extension Schema

101.CAL*   

XBRL Taxonomy Extension Calculation Linkbase

101.DEF*   

XBRL Taxonomy Extension Definition Linkbase

101.LAB*   

XBRL Taxonomy Extension Label Linkbase

101.PRE*   

XBRL Taxonomy Extension Presentation Linkbase

 

+

Previously included in our original filing on November 9, 2012.

*

filed herewith

 

  Note:

We have retained a signed original of any exhibit listed above that contains signatures, and we will provide any such exhibit to the SEC or its staff upon request. Such request should be directed to the attention of our Corporate Secretary at our corporate offices located at 5430 LBJ Freeway, Suite 1700, Dallas, Texas 75240.

 

- 2 -

SIGNATURES

Pursuant to the requirements 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.

 

     

TITANIUM METALS CORPORATION

     
Date: November 13, 2012     By   /s/ JAMES W. BROWN
      James W. Brown
     

Vice President and Chief Financial Officer

Principal Financial Officer

Date: November 13, 2012     By   /s/ SCOTT E. SULLIVAN
      Scott E. Sullivan
     

Vice President and Controller

Principal Accounting Officer

 

- 3 -