SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 10-K/A
(Amendment No. 1)
Annual Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Fiscal year ended December 31, 2001
Commission File No. 01-21617
THE QUIGLEY CORPORATION
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(Exact name of registrant as specified in its charter)
Nevada 23-2577138
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(State or other jurisdiction of (IRS Employer Identification Number)
incorporation or organization)
(MAILING ADDRESS: PO Box 1349, Doylestown, PA 18901)
Kells Building, 621 Shady Retreat Road, Doylestown, PA 18901
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(Address of principle executive offices) (Zip Code)
(215) 345-0919
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(Registrant's telephone number, including area code)
Securities registered under Section 12(b) of the Exchange Act: None
Securities registered under Section 12(g) of the Exchange Act: COMMON STOCK ($.0005 Par Value)
COMMON SHARE PURCHASE RIGHTS
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.
[X] Yes [ ] No
Indicate by the check mark if there is no disclosure of delinquent filers in
response to Item 405 of Regulation S-X contained in this form, and no disclosure
will be contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendments to this Form 10-K.
[X]
As of February 22, 2002, the aggregate market value of the voting stock (all of
one class $.0005 par value Common Stock) held by non-affiliates of the
Registrant was $37,363,036 based upon the closing price of the Common Stock on
that date as reported on the NASDAQ National Market.
APPLICABLE ONLY TO CORPORATE REGISTRANTS
Number of shares of each of the Registrant's classes of securities (all of one
class of $.0005 par value Common Stock) outstanding on February 22, 2002:
10,675,153.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the following documents are incorporated by reference in this Report
on Form 10-K:
1. Information set forth in Part III of this report is incorporated
by reference to the Registrant's Proxy Statement for the 2002 Annual Meeting of
Stockholders.
EXPLANATORY NOTE
This Amendment No. 1 on Form 10-K/A is being filed in order to amend and restate
in its entirety Exhibit 23.1 of Item 14(c) of the Registrant's Annual Report on
Form 10-K filed with the Securities and Exchange Commission on February 28,
2002.
Signatures
Pursuant to the requirements of Section 13 or 15(d) 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.
THE QUIGLEY CORPORATION
/s/ Guy J. Quigley 3/21/02
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Guy J. Quigley, Chairman of the Board, President, Date
Chief Executive Officer and Director
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed by the following persons on behalf of the Company in the
capacities and on the dates indicated:
Signature Title Date
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/s/ Guy J. Quigley
- ------------------------ Chairman of the Board, President, 3/21/02
Guy J. Quigley Chief Executive Officer and Director
/s/ Charles A. Phillips
- ------------------------ Executive Vice President, Chief Operating 3/21/02
Charles A. Phillips Officer and Director
/s/ George J. Longo
- ------------------------ Vice President, Chief Financial 3/21/02
George J. Longo Officer and Director (Principal
Financial and Accounting Officer)
/s/ Eric H. Kaytes
- ------------------------ Vice President, Chief Information Officer, 3/21/02
Eric H. Kaytes Secretary, Treasurer and Director
/s/ Jacqueline F. Lewis
- ------------------------ Director 3/21/02
Jacqueline F. Lewis
/s/ Rounsevelle W. Schaum
- ------------------------- Director 3/21/02
Rounsevelle W. Schaum
/s/ Charles A. Genuardi
- ------------------------ Director 3/21/02
Charles A. Genuardi