SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

      

FORM 10-Q/A

(Mark One)

þQuarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  For the Quarter Ended June 30, 2013

¨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 1-5620

      

Safeguard Scientifics, Inc.

(Exact name of registrant as specified in its charter)

      

   

 

Pennsylvania

   

   

(State or other jurisdiction of

   

23-1609753

incorporation or organization)

   

(I.R.S. Employer ID No.)

   

   

435 Devon Park Drive

   

   

Building 800

   

   

Wayne, PA

   

19087

(Address of principal executive offices)

   

(Zip Code)

(610) 293-0600

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 and 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  ¨

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  ¨

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 definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

   

 

Large accelerated filer  ¨

Accelerated filer  þ

Non-accelerated filer  ¨

Smaller reporting company  ¨

(Do not check if a 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 outstanding as of July 25, 2013

Common Stock 20,976,963

      

      

   

   

       


EXPLANATORY NOTE

Safeguard Scientifics, Inc. (the Registrant) is filing this amendment (the Form 10-Q/A) to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2013 (the Form 10-Q), filed with the U.S. Securities and Exchange Commission on July 26, 2013, solely to correct an error on the cover page. The cover page of the Form 10-Q incorrectly stated that the amount of the Registrant’s Common Stock outstanding as of July 25, 2013 was 26,976,963 shares.  The cover page of this Form 10-Q/A correctly states that the number of shares of outstanding Common Stock of the Registrant on July 25, 2013 was 20,976,963. This Form 10-Q/A should be read in conjunction with the original Form 10-Q, which continues to be presented as of the date of the Form 10-Q. Except as specifically noted above, this Form 10-Q/A does not modify or update disclosures in the original Form 10-Q. Accordingly, this Form 10-Q/A does not reflect events occurring after the filing of the Form 10-Q or modify or update any related or other disclosures.

   

   

   

 

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Item 6.  Exhibits

(a) Exhibits.

The following is a list of exhibits required by Item 601 of Regulation S-K to be filed as part of this Report. For exhibits that previously have been filed, the Registrant incorporates those exhibits herein by reference. The exhibit table below includes the Form Type and Filing Date of the previous filing and the location of the exhibit in the previous filing which is being incorporated by reference herein. Documents which are incorporated by reference to filings by parties other than the Registrant are identified in a footnote to this table.

 

   

      

   

   

   

Exhibit Number

      

Description

   

   

   

   

   

31.1 †

      

Certification of Stephen T. Zarrilli pursuant to Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934.

      

   

   

   

   

31.2 †

      

Certification of Jeffrey B. McGroarty pursuant to Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934.

      

   

   

   

   

32.1 ‡

      

Certification of Stephen T. Zarrilli pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

      

   

   

   

   

32.2 ‡

      

Certification of Jeffrey B. McGroarty pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

      

   

   

   

   

101  **

      

The following materials from Safeguard Scientifics, Inc. Quarterly Report on Form 10-Q for the quarter ended June 30, 2013, formatted in XBRL (eXtensible Business Reporting Language); (i) Consolidated Balance Sheets – June 30, 2013 and December 31, 2012 (unaudited); (ii) Consolidated Statements of Operations (unaudited) – Three and six months ended June 30, 2013 and 2012; (iii) Consolidated Statements of Comprehensive Income (Loss) – Three and six months ended June 30, 2013 and 2012 (unaudited); (iv) Condensed Consolidated Statements of Cash Flows– Six months ended June 30, 2013 and 2012 (unaudited); (v) Consolidated Statement of Changes in Equity – Six months ended June 30, 2013 (unaudited); and (vi) Notes to Consolidated Financial Statements (unaudited).

      

 

Filed herewith

 

Furnished herewith

 

**

Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on 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 Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.

   

   

   

   

 

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

   

   

 

   

SAFEGUARD SCIENTIFICS, INC.

Date: July 29, 2013

/s/    Stephen T. Zarrilli        

   

Stephen T. Zarrilli

   

President and Chief Executive Officer

Date: July 29, 2013

/s/    Jeffrey B. McGroarty        

   

Jeffrey B. McGroarty

   

Senior Vice President and Chief Financial Officer

   

   

 

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