UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 20-F/A
(Amendment No. 1)
(MARK ONE)
[ ] REGISTRATION STATEMENT PURSUANT TO SECTION 12(B) OR (G) OF THE
SECURITIES EXCHANGE ACT OF 1934
OR
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
[X] For the fiscal year ended: December 31, 2006
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from _______ to __
OR
[ ] SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of event requiring this shell company report .................
Commission file number: 0-22320
Trinity Biotech plc
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(Exact name of Registrant as specified in its charter)
Ireland
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(Jurisdiction of incorporation or organization)
IDA Business Park, Bray, Co. Wicklow, Ireland
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(Address of principal executive offices)
Securities registered or to be registered pursuant to Section 12(b) of the Act:
Name of each exchange
Title of each class on which registered
American Depository Shares NASDAQ Stock Market LLC
(each representing 4 'A' Ordinary Shares,
par value US$0.0109)
Securities registered or to be registered pursuant to Section 12(g) of the Act:
None
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(Title of Class)
Securities for which there is a reporting obligation
pursuant to Section 15(d) of the Act:
None
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(Title of each class)
Indicate the number of outstanding shares of each of the issuer's classes
of capital or common stock as of the close of the period covered by the annual
report: 73,601,497 Class 'A' Ordinary Shares and 700,000 Class 'B' Ordinary
Shares.
Indicate by check mark if the registrant is a well-known seasoned issuer,
as defined in Rule 405 of the Securities Act.
Yes __ No X
If this report is an annual or transition report, indicate by check mark
if the registrant is not required to file reports pursuant to Section 13 or
15(d) of the Securities Exchange Act of 1934.
Yes __ No X
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 X No __
Indicate by check mark whether the registrant is a large accelerated filer,
an accelerated filer or a non-accelerated filer. See definition of "accelerated
filer and large accelerated filer" in Rule 12b-2 of the Exchange Act:
Large accelerated filer [ ] Accelerated filer [X] Non-accelerated filer [ ]
Indicate by check mark which financial statement item the registrant has
elected to follow:
Item 17 __ Item 18 X
If this is an annual report, indicate by check mark whether the registrant
is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes __ No X
This Report on Form 20-F/A is incorporated by reference into our Registration
Statement on Form F-3 File No. 333-112568, 333-116537, 333-103033, 333-107363,
333-114099 and 333-124385 and our Registration Statements on Form S-8 File No.
33-76384, 333-220, 333-5532, 333-7762 and 333-124384.
EXPLANATORY NOTE
Trinity Biotech plc (the "Company") is filing this Amendment No. 1 (the
"Amendment") to its Annual Report on Form 20-F for the fiscal year ended
December 31, 2006 (the "Original Filing"), which was filed with the U.S.
Securities and Exchange Commission on May 8, 2007.
This Amendment is being filed to amend the exhibits listed in Item 19
to include a letter of consent from KMPG, which was inadvertently omitted from
the Original Filing.
In addition, this Amendment corrects the cover page to the Original
Filing to revise the cover page items "Securities Registered Pursuant to Section
12(b) of the Act" and "Securities Registered Pursuant to Section 12(g) of the
Act." As a result of NASDAQ's transition to a national securities exchange on
August 1, 2006, the securities of NASDAQ-listed companies have now become
registered under Section 12(b) of the Securities Exchange Act of 1934, and the
name of the exchange upon which these securities are listed has been changed to
"The NASDAQ Stock Market LLC."
Except as described above, no other changes have been made to the
Original Filing, and this Form 20-F/A does not amend, update or change the
financial statements or any other items or disclosures in the Original Filing.
This Form 20-F/A does not reflect events occurring after the filing of the
Original Filing or modify or update those disclosures, including any exhibits to
the Original Filing affected by subsequent events. Information not affected by
the changes described above is unchanged and reflects the disclosures made at
the time of the filing of the Original Filing on May 8, 2007.
ITEM 19. EXHIBITS
Exhibit No. Description of Exhibit
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12.1 Certification by Chief Executive Officer Pursuant to Section
302 of the Sarbanes- Oxley Act of 2002.
12.2 Certification by Chief Financial Officer Pursuant to Section
302 of the Sarbanes- Oxley Act of 2002.
13.1 Certification by Chief Executive Officer Pursuant to 18
U.S.C. Section 1350, As Adopted Pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002.(1)
13.2 Certification by Chief Financial Officer Pursuant to 18
U.S.C. Section 1350, As Adopted Pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002.(2)
15.1 Consent of KPMG.
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(1) Previously filed with the Company's Form 20-F for the year ended
December 31, 2006.
(2) Previously filed with the Company's Form 20-F for the year ended
December 31, 2006.
SIGNATURES
The registrant hereby certifies that it meets all of the requirements for filing
on Form 20-F/A and that it has duly caused and authorized the undersigned to
sign this Amendment to the Annual Report on its behalf.
TRINITY BIOTECH PLC
By: /s/ Ronan O'Caoimh
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Mr. Ronan O'Caoimh
Director/
Chief Executive Officer
Date: June 18, 2007
By: /s/ Rory Nealon
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Mr. Rory Nealon
Director/
Chief Financial Officer
Date: June 18, 2007