U. S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 10-Q/A
(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 December 31, 2011
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission File Number 1-31923
UNIVERSAL TECHNICAL INSTITUTE, INC.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of
incorporation or organization)
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86-0226984
(IRS Employer Identification No.) |
16220 North Scottsdale Road, Suite 100
Scottsdale, Arizona 85254
(Address of principal executive offices)
(623) 445-9500
(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 þ No o
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 (§232.405 of this chapter) during the preceding 12 months
(or for such shorter period that the registrant was required to submit and post such files). Yes
þ No o
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 “smaller reporting company” in Rule 12b-2 of the
Exchange Act.
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| Large accelerated filer o
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Accelerated filer þ
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Non-accelerated filer o
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Smaller reporting company o |
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(Do not check if a smaller reporting company) |
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Indicate by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act). Yes o No þ
At
January 26, 2012, there were 24,714,376 shares outstanding of
the registrant’s common stock.
EXPLANATORY NOTE
This Amendment No. 1 on Form 10-Q/A (this “Amendment No. 1”) amends the quarterly report on Form
10-Q of Universal Technical Institute, Inc. (the “Company”) for the quarterly period ended December
31, 2011 (the “Original Report”), filed with the Securities and Exchange Commission on February 3,
2012. This Amendment No. 1 is being filed solely to correct a miscalculation on the cover page
of the Original Report. The cover page of this Amendment No. 1 correctly provides that, as of
January 26, 2012, there were 24,714,376 shares of the Company’s common stock outstanding.
Other than the foregoing and the recently-dated certifications of the Company, as required by Rule
12b-15 under the Securities Exchange Act of 1934, no other changes have been made to the Company’s
Original Report. This Amendment No. 1 continues to speak as of the period ending date in the
Original Report of the Form 10-Q and does not reflect events occurring after the filing of the
Original Report.
Item 6. EXHIBITS
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Description |
31.1
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Certification of Chief Executive Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002. (Filed
herewith.) |
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31.2
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Certification of Chief Financial Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002. (Filed
herewith.) |
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32.1
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Certification of Chief Executive Officer pursuant to 18
U.S.C. §1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002. (Filed herewith.) |
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32.2
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Certification of Chief Financial Officer pursuant to 18 |
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101*
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U.S.C. §1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002. (Filed herewith.)
The following financial information from our Quarterly
Report on Form 10-Q for the quarter ended December 31,
2011, formatted in Extensible Business Reporting
Language (XBRL): (i) Condensed Consolidated Balance
Sheets; (ii) Condensed Consolidated Income Statements;
(iii) Condensed Consolidated Statement of
Shareholders’ Equity; (iv) Condensed Consolidated
Statements of Cash Flows; and (v) Notes to Condensed
Consolidated Financial Statements. |
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This information is furnished and not filed or a part of a registration statement or
prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, is deemed not
filed for purposes of Section 18 of the Securities Exchange Act of 1934, and otherwise is
not subject to liability under these sections. |
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