UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 10-K/A

(Amendment No. 1)

 

(Mark One)

 

ý

 

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934

 

 

 

 

 

For the fiscal year ended March 31, 2004

 

 

 

 

Or

 

 

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: 0-20289

 


 

KEMET Corporation

(Exact name of registrant as specified in its charter)

 

 

Delaware

 

57-0923789

(State or other jurisdiction of
incorporation or organization)

 

(IRS Employer
Identification No.)

 

 

 

2835 KEMET Way, Simpsonville, South Carolina

 

29681

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (864) 963-6300

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Name of each exchange on which registered

Common Stock, $.01 Par Value

 

New York Stock Exchange

(Title of class)

 

 

 

Securities registered pursuant to Section 12(g) of the Act: None

 


 

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. ý  Yes  o  No

 

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 registrant’s 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.   ý

 

Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2). ý  Yes  o  No

 

Aggregate market value of voting Common Stock held by non-affiliates of the registrant as of September 30, 2003, computed by reference to the closing sale price of the registrant’s Common Stock was approximately $1,019,128,600.

 

Number of shares of each class of Common Stock outstanding as of May 31, 2004:  Common Stock, $.01 Par Value 86,496,284

 

 



 

DESCRIPTION OF AMENDMENT NO. 1

 

Amendment No. 1 includes a disclosure required by Regulation S-K (Items 307 and 308(a)).  The disclosure is Part II, Item 9A – Controls and Procedures.

 

The following section is added to the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2004:

 

ITEM 9A.   CONTROLS AND PROCEDURES

 

The Company’s management evaluated, with the participation of the Chief Executive Officer and Chief Financial Officer, the effectiveness of the Company’s disclosure controls and procedures as of March 31, 2004.  Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure controls and procedures were effective as of March 31, 2004.  There has been no change in the Company’s internal control over financial reporting that occurred during the fourth quarter of the fiscal year ending March 31, 2004 that has materially affected, or is reasonably likely to material affect, the Company’s internal control over financial reporting.

 

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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.

 

 

 

KEMET CORPORATION

 

 

(Registrant)

 

 

 

 

 

 

Date: April 27, 2005

/s/ DAVID E. GABLE

 

 

David E. Gable
Vice President and Chief Financial Officer

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

Date: April 27, 2005

/s/ PER-OLOF LOOF

 

Per-Olof Loof
Chief Executive Officer and Director
(Principal Executive Officer)

 

 

Date: April 27, 2005

/s/ DAVID E. GABLE

 

David E. Gable
Vice President and Chief Financial Officer
(Principal Accounting and Financial Officer)

 

 

Date: April 27, 2005

/s/ FRANK G. BRANDENBURG

 

Frank G. Brandenburg
Chairman and Director

 

 

Date: April 27, 2005

/s/ CHARLES E. VOLPE

 

Charles E. Volpe
Director

 

 

Date: April 27, 2005

/s/ MAUREEN E. GRZELAKOWSKI

 

Maureen E. Grzelakowski
Director

 

 

Date: April 27, 2005

/s/ E. ERWIN MADDREY, II

 

E. Erwin Maddrey, II Director

 

 

Date: April 27, 2005

/s/ JOSEPH D. SWANN

 

Joseph D. Swann
Director

 

 

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