MEDQUIST INC 10-K 2010
Documents found in this filing:
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Amendment No. 2)
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2009
Commission file number 0-19941
(Exact name of registrant as specified in its charter)
1000 Bishops Gate Blvd, Suite 300, Mount Laurel, NJ 08054-4632
(Address of principal executive offices)
Registrants telephone number, including area code:
Securities registered pursuant to Section 12(b) of the Act:
Securities registered pursuant to Section 12(g) of the Act:
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o No þ
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No þ
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 if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein and will not be contained, to the best of registrants knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o
Indicate by check mark whether registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definition of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act.
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 aggregate market value of the outstanding common stock held by non-affiliates of the registrant as of June 30, 2009, was $68,730,000. Such aggregate market value was computed by reference to the closing price of the common stock as reported on the Global Market of The NASDAQ Stock Market LLC on June 30, 2009.
The number of registrants shares of common stock, no par value, outstanding as of April 15, 2010 was 37,555,893.
Documents incorporated by reference
MedQuist Inc. (the Company) is filing this Amendment No. 2 to its Annual Report on Form 10-K for the fiscal year ended December 31, 2009 (the 2009 Form 10-K), originally filed with the Securities and Exchange Commission (SEC) on March 12, 2010, as amended by Amendment No. 1 to the 2009 Form 10-K filed with the SEC on April 30, 2010 (collectively, the Annual Report), solely to (i) revise Exhibit 10.12 to the Annual Report (the Third Amended and Restated OEM Supply Agreement dated November 10, 2009 by and between Nuance Communications, Inc. and the Company) to include Schedule F of Exhibit 10.12, which was omitted and (ii) revise Exhibit 10.28 to the Annual Report (the Licensing Agreement by and between Nuance Communications, Inc. and the Company dated November 10, 2009) to include certain portions of Sections 3.1.1, 3.1.2 and 3.2.1 of Exhibit 10.28. Certain other provisions of Exhibit 10.12 and Exhibit 10.28 remain omitted pursuant to a confidential treatment request filed with the SEC.
Except for the foregoing, this Amendment No. 2 does not amend the Annual Report in any way and does not modify or update any disclosures contained in the Annual Report, which continues to speak as of the original date of the Annual Report. Accordingly, this Amendment No. 2 should be read in conjunction with the Annual Report and the Companys other filings made with the SEC subsequent to the Annual Report.
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a) Documents filed as part of this report:
(3) Exhibits. See (b) below.
Pursuant to the requirements of Section 13 or 15(d) of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Pursuant to the requirements of the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.