Form 10-Q/A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 10-Q/A

 

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended June 30, 2011

Commission File Number 1-9750

 

 

LOGO

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   38-2478409

(State or other jurisdiction

of incorporation or organization)

 

(I.R.S. Employer

Identification No.)

1334 York Avenue

New York, New York

  10021
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (212) 606-7000

 

 

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 the 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  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 “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer   x    Accelerated filer   ¨
Non-accelerated filer   ¨  (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 Act).    Yes  ¨    No  x

As of July 26, 2011, there were 67,553,008 outstanding shares of Common Stock, par value $0.01 per share, of the registrant.

 

 

 


Sotheby’s

Explanatory Note

The purpose of this Amendment No.1 on Form10-Q/A to Sotheby’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2011 filed with the Securities and Exchange Commission on August 4, 2011 (the “Form 10-Q”) is solely to furnish the Interactive Data File as Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T.

No other changes have been made to the Form 10-Q. This Amendment No.1 continues to speak as of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date and does not modify or update in any way disclosures made in the original Form 10-Q.

Pursuant to Rule 406T of Regulation S-T, the interactive data files on Exhibit 101 hereto are deemed not filed or a 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 Exchange Act of 1934, as amended and otherwise is not subject to liability under these sections and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.


ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

 

(a) Exhibits

 

*31.1

  Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

*31.2

  Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

*32.1

  Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

*32.2

  Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

**101.INS

  XBRL Instance Document.

**101.SCH

  XBRL Taxonomy Extension Schema Document.

**101.CAL

  XBRL Taxonomy Extension Calculation Linkbase Document.

**101.DEF

  XBRL Taxonomy Extension Definition Linkbase Document.

**101.LAB

  XBRL Taxonomy Extension Label Linkbase Document.

**101.PRE

  XBRL Taxonomy Extension Presentation Linkbase Document.

 

(b) Reports on Form 8-K

 

  (i) On April 1, 2011, the Company filed a current report on Form 8-K under Item 2.04, “Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement,” Item 8.01, “Other Events,” and Item 9.01, “Financial Statements and Exhibits.”

 

  (ii) On May 9, 2011, the Company filed a current report on Form 8-K under Item 2.02, “Results of Operations and Financial Condition,” and Item 9.01, “Financial Statements and Exhibits.”

 

  (iii) On June 30, 2011, the Company filed a current report on Form 8-K under Item 2.05, “Costs Associated with Exit or Disposal Activities.”

 

* Previously filed or furnished as an exhibit to Sotheby’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2011.
** Filed herewith.


SIGNATURE

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.

 

SOTHEBY’S

By:

 

/s/    KEVIN M. DELANEY         

  Kevin M. Delaney
  Senior Vice President,
  Controller and Chief
  Accounting Officer
Date: September 2, 2011


Exhibit Index

 

Exhibit

No.

  Description

*31.1

  Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

*31.2

  Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

*32.1

  Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

*32.2

  Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

**101.INS

  XBRL Instance Document.

**101.SCH

  XBRL Taxonomy Extension Schema Document.

**101.CAL

  XBRL Taxonomy Extension Calculation Linkbase Document.

**101.DEF

  XBRL Taxonomy Extension Definition Linkbase Document.

**101.LAB

  XBRL Taxonomy Extension Label Linkbase Document.

**101.PRE

  XBRL Taxonomy Extension Presentation Linkbase Document.

 

* Previously filed or furnished as an exhibit to Sotheby’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2011.
** Filed herewith.