DIAL Q2 10-QA Amend 2
United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(Amendment No. 2)
(Mark One)
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þ | | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2012
OR
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o | | 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 001-14691
DIAL GLOBAL, INC.
(Exact name of registrant as specified in its charter)
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Delaware (State or other jurisdiction of incorporation or organization) | | 95-3980449 (I.R.S. Employer Identification No.) |
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220 W. 42nd St. New York, NY (Address of principal executive offices) | | 10036 (Zip Code) |
(212) 967-2888
(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 (“Exchange Act”) 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 Date File required to be submitted and posted pursuant to Rule 405 of Regulation S-X 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 (Check One):
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Large Accelerated Filer o | | Accelerated Filer o | | Non-Accelerated Filer o | | Smaller Reporting Company þ |
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
The number of shares outstanding as of August 3, 2012 (excluding treasury shares) was Class A common stock, par value $.01 per share: 22,779,323; Class B common stock, par value $.01 per share: 34,237,638; and Series A Preferred Stock, par value $.01per share: 9,691.374.
Explanatory Note
The sole purpose of this Amendment No. 2 to our Quarterly Report on Form 10-Q for the period ended June 30, 2012 (the "Form 10-Q"), as originally filed with the Securities and Exchange Commission on August 14, 2012, is to furnish revised Exhibit 31.2 and 32.2, to correct the conflicting identification of our chief financial officer as both Hiram M. Lazar and Jean B. Clifton through what was an inadvertent typo. Jean B. Clifton was then, and is, the Chief Financial Officer. Other than changing the conflicting identification, no other changes were made.
No changes have been made to the Form 10-Q other than the re-furnishing of Exhibits 31.2 and 32.2 described above. This Amendment No. 2 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.
SIGNATURE
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.
DIAL GLOBAL, INC.
By: /S/ MELISSA GARZA
Name: Melissa Garza
Title: General Counsel
Date: January 10, 2013
EXHIBIT INDEX
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Exhibit Number | Description of Exhibit |
31.a* | Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
31.b*** | Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
32.a** | Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
32.b*** | Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |