FORM 10-Q/A
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[ X ]
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the quarterly period ended
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June 25, 2011
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[ ]
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from
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to
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GIGA-TRONICS INCORPORATED
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(Exact name of registrant as specified in its charter)
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California
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94-2656341
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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4650 Norris Canyon Road, San Ramon, CA 94583
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(925) 328-4650
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(Address of principal executive offices)
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Registrant’s telephone number, including area code
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Large accelerated filer
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[ ]
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Accelerated filer
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[ ]
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Non-accelerated filer
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[ ]
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Smaller reporting company
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[ X ]
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(Do not check if a smaller reporting company)
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Page No.
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PART I - FINANCIAL INFORMATION
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Item 1.
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Financial Statements
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Condensed Consolidated Balance Sheets (Unaudited) as of June 25, 2011 (as restated) and March 26, 2011 (as restated)
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4
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Condensed Consolidated Statements of Operations (Unaudited), Three Months Ended June 25, 2011 (as restated) and June 26, 2010 (as restated)
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5
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Condensed Consolidated Statements of Cash Flows (Unaudited), Three Months Ended June 25, 2011 (as restated) and June 26, 2010 (as restated)
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6
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Notes to Unaudited Condensed Consolidated Financial Statements (as restated)
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7
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Item 2.
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Management’s Discussion and Analysis of Financial Condition and Results of Operations
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12
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Item 4T.
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Controls and Procedures
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16
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Item 6.
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Exhibits
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16
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SIGNATURES
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17
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Exhibit Index
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18
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(In thousands except share data)
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June 25, 2011
(as restated, see Note 2)
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March 26, 2011
(as restated, see Note 2)
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Assets
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Current assets:
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Cash and cash-equivalents
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$ | 3,592 | $ | 1,408 | ||||
Trade accounts receivable, net of allowance of $195 and $248, respectively
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1,932 | 5,632 | ||||||
Inventories, net
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5,644 | 5,386 | ||||||
Prepaid expenses and other current assets
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341 | 420 | ||||||
Total current assets
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11,509 | 12,846 | ||||||
Property and equipment, net
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532 | 530 | ||||||
Other assets
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16 | 16 | ||||||
Total assets
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$ | 12,057 | $ | 13,392 | ||||
Liabilities and shareholders' equity
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Current liabilities:
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Accounts payable
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616 | $ | 972 | |||||
Accrued commission
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203 | 139 | ||||||
Accrued payroll and benefits
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564 | 455 | ||||||
Accrued warranty
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200 | 200 | ||||||
Income taxes payable
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3 | 30 | ||||||
Deferred revenue
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62 | 586 | ||||||
Deferred rent
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41 | 36 | ||||||
Capital lease obligations
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74 | 93 | ||||||
Other current liabilities
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245 | 193 | ||||||
Total current liabilities
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2,008 | 2,704 | ||||||
Long term obligations - deferred rent
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400 | 413 | ||||||
Long term obligations - capital lease
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- | 10 | ||||||
Total liabilities
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2,408 | 3,127 | ||||||
Commitments
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Shareholders' equity:
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Preferred stock of no par value;
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Authorized - 1,000,000 shares; no shares issued or outstanding at June 25, 2011 and March 26, 2011
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- | - | ||||||
Common stock of no par value;
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Authorized - 40,000,000 shares; 4,997,532 shares at June 25, 2011 and 4,994,157 shares at March 26, 2011 issued and outstanding
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14,543 | 14,485 | ||||||
Accumulated deficit
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(4,894 | ) | (4,220 | ) | ||||
Total shareholders' equity
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9,649 | 10,265 | ||||||
Total liabilities and shareholders' equity
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$ | 12,057 | $ | 13,392 |
Three Months Ended
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(In thousands except per share data)
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June 25, 2011
(as restated,
see Note 2)
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June 26, 2010
(as restated,
see Note 2)
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Net sales
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$ | 3,497 | $ | 4,701 | ||||
Cost of sales
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2,054 | 2,768 | ||||||
Gross margin
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1,443 | 1,933 | ||||||
Engineering
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680 | 485 | ||||||
Selling, general and administrative
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1,434 | 1,391 | ||||||
Total operating expenses
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2,114 | 1,876 | ||||||
Operating (loss) income
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(671 | ) | 57 | |||||
Interest expense, net
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- | (1 | ) | |||||
(Loss) income before income taxes
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(671 | ) | 56 | |||||
Provision for income taxes
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3 | - | ||||||
Net (loss) income
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$ | (674 | ) | $ | 56 | |||
(Loss) earnings per share - basic
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$ | (0.13 | ) | $ | 0.01 | |||
(Loss) earnings per share - diluted
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$ | (0.13 | ) | $ | 0.01 | |||
Weighted average shares used in per share calculation:
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Basic
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4,995 | 4,901 | ||||||
Diluted
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4,995 | 5,000 |
Three Months Ended
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(In thousands)
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June 25, 2011
(as restated,
see Note 2)
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June 26, 2010
(as restated,
see Note 2)
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Cash flows from operating activities:
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Net (loss) income
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$ | (674 | ) | $ | 56 | |||
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
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Depreciation and amortization
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34 | 36 | ||||||
Share based compensation
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54 | 76 | ||||||
Change in deferred rent
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(8 | ) | 143 | |||||
Changes in operating assets and liabilities
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2,839 | (96 | ) | |||||
Net cash provided by operating activities
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2,245 | 215 | ||||||
Cash flows from investing activities:
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Purchases of property and equipment
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(36 | ) | (76 | ) | ||||
Net cash used in investing activities
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(36 | ) | (76 | ) | ||||
Cash flows from financing activities:
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Proceeds from exercise of stock options
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4 | 39 | ||||||
Principal payments on capital leases
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(29 | ) | (17 | ) | ||||
Net cash (used in) provided by financing activities
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(25 | ) | 22 | |||||
Increase in cash and cash-equivalents
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2,184 | 161 | ||||||
Beginning cash and cash-equivalents
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1,408 | 3,074 | ||||||
Ending cash and cash-equivalents
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$ | 3,592 | $ | 3,235 | ||||
Supplementary disclosure of cash flow information:
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Cash paid for income taxes
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$ | 40 | $ | 2 | ||||
Cash paid for interest
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- | - |
(In thousands)
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As of June 25, 2011
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As of March 26, 2011
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As
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As
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As
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As
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Reported
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Adjustments
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Restated
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Reported
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Adjustments
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Restated
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Current deferred income tax
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$ | 2,527 | $ | (2,527 | ) | $ | - | $ | 2,320 | $ | (2,320 | ) | $ | - | ||||||||||
Deferred income tax - long term
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$ | 10,936 | $ | (10,936 | ) | $ | - | $ | 10,936 | $ | (10,936 | ) | $ | - | ||||||||||
Total assets
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$ | 25,520 | $ | (13,463 | ) | $ | 12,057 | $ | 26,648 | $ | (13,256 | ) | $ | 13,392 | ||||||||||
Retained earnings (accumulated deficit)
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$ | 8,569 | $ | (13,463 | ) | $ | (4,894 | ) | $ | 9,036 | $ | (13,256 | ) | $ | (4,220 | ) | ||||||||
Total shareholders' equity
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$ | 23,112 | $ | (13,463 | ) | $ | 9,649 | $ | 23,521 | $ | (13,256 | ) | $ | 10,265 | ||||||||||
Total liabilities and shareholder's equity
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$ | 25,520 | $ | (13,463 | ) | $ | 12,057 | $ | 26,648 | $ | (13,256 | ) | $ | 13,392 |
Three Months Ended
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Three Months Ended
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(In thousands)
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June 25, 2011
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June 26, 2010
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As
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As
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As
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As
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Reported
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Adjustments
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Restated
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Reported
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Adjustments
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Restated
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(Benefit) provision for income taxes
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$ | (204 | ) | $ | 207 | $ | 3 | $ | (13,569 | ) | $ | 13,569 | $ | - | ||||||||||
Net (loss) income
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$ | (467 | ) | $ | (207 | ) | $ | (674 | ) | $ | 13,625 | $ | (13,569 | ) | $ | 56 |
Three Months Ended
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Three Months Ended
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(In thousands)
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June 25, 2011
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June 26, 2010
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As
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As
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As
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As
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Reported
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Adjustments
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Restated
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Reported
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Adjustments
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Restated
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Net (loss) income
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$ | (467 | ) | $ | (207 | ) | $ | (674 | ) | $ | 13,625 | $ | (13,569 | ) | $ | 56 | ||||||||
Deferred income taxes
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$ | (204 | ) | $ | 207 | $ | 3 | $ | (13,569 | ) | $ | 13,569 | $ | - | ||||||||||
Net cash provided by (used in) operating activities
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$ | 2,245 | $ | - | $ | 2,245 | $ | 215 | $ | - | $ | 215 |
a.
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It is commensurate with either of the following:
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1.
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The Company’s performance to achieve the milestone.
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2.
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The enhancement of the value of the delivered item or items as a result of a specific outcome from the Company’s performance to achieve the milestone.
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b.
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It relates solely to past performance.
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c.
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It is reasonable relative to all of the deliverables and payment terms (including other potential milestone consideration) within the arrangement.
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June 25, 2011
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March 26, 2011
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Raw materials
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$ | 3,580 | $ | 3,518 | ||||
Work-in-progress
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1,315 | 1,349 | ||||||
Finished goods
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269 | 134 | ||||||
Demonstration inventory
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480 | 385 | ||||||
Total
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$ | 5,644 | $ | 5,386 |
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Three Months Ended
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(In thousands except per share data)
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June 25, 2011
(as restated)
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June 26, 2010
(as restated)
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Net (loss) income
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$ | (674 | ) | $ | 56 | |||
Weighted average:
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Common shares outstanding
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4,995 | 4,901 | ||||||
Potential common shares
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- | 99 | ||||||
Common shares assuming dilution
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4,995 | 5,000 | ||||||
Net (loss) income per share of common stock
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$ | (0.13 | ) | $ | 0.01 | |||
Net (loss) income per share of common stock assuming dilution
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$ | (0.13 | ) | $ | 0.01 | |||
Stock options not included in computation that could potentially dilute EPS in the future
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852 | 614 | ||||||
Restricted stock awards not included in computation that could potentially dilute EPS in the future
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90 | 60 |
Three Months Ended
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June 25, 2011
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June 26, 2010
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Dividend yield
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None
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None
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Expected volatility
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94.00 | % | 100.00 | % | ||||
Risk-free interest rate
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1.55 | % | 1.27 | % | ||||
Expected term (years)
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5.9 | 4.0 |
Weighted
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Weighted Average
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Aggregate
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Average
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Remaining Contractual
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Intrinsic
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Shares
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Exercise Price
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Terms (Years)
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Value
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Outstanding at March 27, 2010
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868,027 | $ | 1.89 | 3.0 | $ | 332,127 | ||||||||||
Granted
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140,000 | 2.41 | ||||||||||||||
Exercised
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102,763 | 1.90 | ||||||||||||||
Forfeited / Expired
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20,250 | 2.18 | ||||||||||||||
Outstanding at March 26, 2011
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885,014 | $ | 1.96 | 2.5 | $ | 459,708 | ||||||||||
Granted
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17,500 | 2.28 | ||||||||||||||
Exercised
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3,375 | 1.39 | ||||||||||||||
Forfeited / Expired
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47,250 | 2.63 | ||||||||||||||
Outstanding at June 25, 2011
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851,889 | $ | 1.93 | 2.4 | $ | 194,656 | ||||||||||
Exercisable at June 25, 2011
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464,139 | $ | 1.85 | 1.6 | $ | 134,370 | ||||||||||
Expected to vest at June 25, 2011
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283,205
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$ 2.03
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3.4
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$ 44,032
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Giga-tronics Division
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Microsource
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Total
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Net sales
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$ | 2,423 | $ | 1,074 | $ | 3,497 | ||||||
Net loss (as restated)
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(316 | ) | (358 | ) | (674 | ) | ||||||
Total Assets (as restated)
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8,826 | 3,231 | 12,057 |
June 26, 2010 (Dollars in thousands)
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Giga-tronics Division
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Microsource
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Total
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Net sales
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$ | 2,345 | $ | 2,356 | $ | 4,701 | ||||||
Net (loss) income (as restated)
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(200 | ) | 256 | 56 | ||||||||
Total Assets (as restated)
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6,974 | 6,266 | 13,240 |
Three Months Ended
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(In thousands)
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June 25, 2011
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June 26, 2010
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Balance at beginning of period
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$ | 200 | $ | 139 | ||||
Provision, net
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65 | 25 | ||||||
Warranty costs incurred
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(65 | ) | (43 | ) | ||||
Balance at end of period
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$ | 200 | $ | 121 |
Consolidated Balance Sheet
(In thousands)
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As of June 25, 2011
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As of March 26, 2011
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As
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As
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As
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As
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Reported
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Adjustments
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Restated
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Reported
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Adjustments
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Restated
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|||||||||||||||||||
Current deferred income tax
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$ | 2,527 | $ | (2,527 | ) | $ | - | $ | 2,320 | $ | (2,320 | ) | $ | - | ||||||||||
Deferred income tax - long term
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$ | 10,936 | $ | (10,936 | ) | $ | - | $ | 10,936 | $ | (10,936 | ) | $ | - | ||||||||||
Total assets
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$ | 25,520 | $ | (13,463 | ) | $ | 12,057 | $ | 26,648 | $ | (13,256 | ) | $ | 13,392 | ||||||||||
Retained earnings (accumulated deficit)
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$ | 8,569 | $ | (13,463 | ) | $ | (4,894 | ) | $ | 9,036 | $ | (13,256 | ) | $ | (4,220 | ) | ||||||||
Total shareholders' equity
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$ | 23,112 | $ | (13,463 | ) | $ | 9,649 | $ | 23,521 | $ | (13,256 | ) | $ | 10,265 | ||||||||||
Total liabilities and shareholder's equity
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$ | 25,520 | $ | (13,463 | ) | $ | 12,057 | $ | 26,648 | $ | (13,256 | ) | $ | 13,392 |
Consolidated Statement of Operations
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Three Months Ended
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Three Months Ended
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||||||||||||||||||||||
(In thousands)
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June 25, 2011
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June 26, 2010
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As
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As
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As
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As
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|||||||||||||||||||||
Reported
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Adjustments
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Restated
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Reported
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Adjustments
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Restated
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|||||||||||||||||||
(Benefit) provision for income taxes
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$ | (204 | ) | $ | 207 | $ | 3 | $ | (13,569 | ) | $ | 13,569 | $ | - | ||||||||||
Net (loss) income
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$ | (467 | ) | $ | (207 | ) | $ | (674 | ) | $ | 13,625 | $ | (13,569 | ) | $ | 56 |
Consolidated Statement of Cash Flows
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Three Months Ended
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Three Months Ended
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||||||||||||||||||||||
(In thousands)
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June 25, 2011
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June 26, 2010
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||||||||||||||||||||||
As
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As
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As
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As
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|||||||||||||||||||||
Reported
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Adjustments
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Restated
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Reported
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Adjustments
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Restated
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|||||||||||||||||||
Net (loss) income
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$ | (467 | ) | $ | (207 | ) | $ | (674 | ) | $ | 13,625 | $ | (13,569 | ) | $ | 56 | ||||||||
Deferred income taxes
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$ | (204 | ) | $ | 207 | $ | 3 | $ | (13,569 | ) | $ | 13,569 | $ | - | ||||||||||
Net cash provided by (used in) operating activities
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$ | 2,245 | $ | - | $ | 2,245 | $ | 215 | $ | - | $ | 215 |
NEW ORDERS
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||||||||||||
Three Months Ended | ||||||||||||
(Dollars in thousands)
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June 25, 2011
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June 26, 2010
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% change
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|||||||||
Giga-tronics Division
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$ | 3,885 | $ | 2,943 | 32 | % | ||||||
Microsource
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1,663 | 136 | 1123 | % | ||||||||
Total
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$ | 5,548 | $ | 3,079 | 80 | % |
BACKLOG
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||||||||||||
Three Months Ended | ||||||||||||
(Dollars in thousands)
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June 25, 2011
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June 26, 2010
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% change
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|||||||||
Backlog of unfilled orders
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$ | 5,700 | $ | 6,874 | (17 | %) | ||||||
Backlog of unfilled orders shippable within one year
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4,177 | 6,349 | (34 | %) | ||||||||
Previous fiscal year end (FYE) long term backlog reclassified during year as shippable within one year
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28 | 174 | (84 | %) | ||||||||
Net cancellations during year of previous FYE one-year backlog
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- | - | - |
ALLOCATION OF NET SALES
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||||||||||||
Three Months Ended | ||||||||||||
(Dollars in thousands)
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June 25, 2011
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June 26, 2010
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% change
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|||||||||
Giga-tronics Division
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$ | 2,423 | $ | 2,345 | 3 | % | ||||||
Microsource
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1,074 | 2,356 | (54 | %) | ||||||||
Total
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$ | 3,497 | $ | 4,701 | (26 | %) |
COST OF SALES
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||||||||||||
Three Months Ended | ||||||||||||
(Dollars in thousands)
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June 25, 2011
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June 26, 2010
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% change
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|||||||||
Cost of sales
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$ | 2,054 | $ | 2,768 | (26 | %) |
OPERATING EXPENSES
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||||||||||||
Three Months Ended | ||||||||||||
(Dollars in thousands)
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June 25, 2011
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June 26, 2010
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% change
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|||||||||
Engineering
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$ | 680 | $ | 485 | 40 | % | ||||||
Selling, general and administrative
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1,434 | 1,391 | 3 | % | ||||||||
Total
|
$ | 2,114 | $ | 1,876 | 13 | % |
GIGA-TRONICS INCORPORATED
|
||||
(Registrant)
|
||||
By:
|
||||
Date:
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June 19, 2012
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/s/ JOHN R. REGAZZI
|
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John R. Regazzi
|
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President and Chief Executive Officer
|
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(Principal Executive Officer)
|
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Date:
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June 19, 2012
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/s/ FRANK D. ROMEJKO
|
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Frank D. Romejko
|
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Vice President of Finance/
|
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Chief Financial Officer (Acting)
|
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(Principal Accounting Officer)
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3.1
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Certificate of Determination for Series B Convertible Voting Perpetual Preferred Stock, incorporated by reference from exhibits filed with the Company’s current report on Form 8-K filed on November 14, 2011.
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4.1
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Form of stock certificate for shares of Series B Convertible Voting Perpetual Preferred Stock, incorporated by reference from exhibits filed with the Company’s current report on Form 8-K filed on November 14, 2011.
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10.1
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Securities Purchase Agreement dated October 31, 2011, between the Company and Alara Capital AVI II, LLC, incorporated by reference from exhibits filed with the Company’s current report on Form 8-K filed on November 3, 2011.
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10.2
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Warrant to purchase 848,684 shares of common stock, dated November 10, 2011, issued to Alara Capital AVI II, LLC, incorporated by reference from exhibits filed with the Company’s current report on Form 8-K filed on November 14, 2011.
|
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10.3
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Investor Rights Agreement dated November 10, 2011, between the company and Alara Capital AVI II, LLC, incorporated by reference from exhibits filed with the Company’s current report on Form 8-K filed on November 14, 2011.
|
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10.4
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Form of Voting Agreement between the Investor and members of the board of directors of the Company with respect to exercisability of the Warrant, incorporated by reference from exhibits filed with the Company’s current report on Form 8-K filed on November 14, 2011.
|
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10.5
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Securities Purchase Agreement dated October 31, 2011, between the Company and Alara Capital AVI II, LLC, incorporated by reference from exhibits filed with the Company’s current report on Form 8-K filed on November 3, 2011.
|
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10.6
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Warrant to purchase 848,684 shares of common stock, dated November 10, 2011, issued to Alara Capital AVI II, LLC, incorporated by reference from exhibits filed with the Company’s current report on Form 8-K filed on November 14, 2011.
|
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10.7
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Investor Rights Agreement dated November 10, 2011, between the company and Alara Capital AVI II, LLC, incorporated by reference from exhibits filed with the Company’s current report on Form 8-K filed on November 14, 2011.
|
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10.8
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Form of Voting Agreement between the Investor and members of the board of directors of the Company with respect to exercisability of the Warrant, incorporated by reference from exhibits filed with the Company’s current report on Form 8-K filed on November 14, 2011.
|
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31.1
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Certification of Chief Executive Officer pursuant to Section 302 of Sarbanes-Oxley Act.
|
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31.2
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Certification of Chief Financial Officer pursuant to Section 302 of Sarbanes-Oxley Act.
|
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32.1
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Certification of Chief Executive Officer pursuant to Section 906 of Sarbanes-Oxley Act.
|
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32.2
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Certification of Chief Financial Officer pursuant to Section 906 of Sarbanes-Oxley Act.
|
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101.1
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The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2011, formatted in XBRL (“eXtensible Business Reporting Language”): (i) the Consolidated Balances Sheets, (ii) the Consolidated Statements of Income, (iii) the Consolidated Statements of Cash Flows, and (iv) the Notes to the Consolidated Financial Statements, tagged as blocks of text (furnished but not filed).
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1.
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I have reviewed this Amendment No. 1 to the quarterly report on Form 10-Q/A of Giga-tronics Incorporated;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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(b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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(c)
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Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
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5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
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(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
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Date:
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06/19/2012
|
|||
/s/ JOHN R. REGAZZI
|
||||
John R. Regazzi
|
||||
Chief Executive Officer
|
1.
|
I have reviewed this Amendment No. 1 to the quarterly report on Form 10-Q/A of Giga-tronics Incorporated;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
|
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date:
|
06/19/2012
|
|||
/s/ FRANK D. ROMEJKO
|
||||
Frank D. Romejko
|
||||
Vice President of Finance/ Chief Financial Officer (Acting)
|
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Date:
|
06/19/2012
|
|||
/s/ JOHN R. REGAZZI
|
||||
John R. Regazzi
|
||||
Chief Executive Officer
|
||||
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Date:
|
06/19/2012
|
|||
/s/ FRANK D. ROMEJKO
|
||||
Frank D. Romejko
|
||||
Vice President of Finance/
|
||||
Chief Financial Officer (Acting)
|
Note 4 - Inventories
|
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jun. 25, 2011
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|||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Inventory, Current [Table Text Block] |
(4) Inventories
Inventories
consist of the following:
|