UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-K/A
(AMENDMENT NO. 1)
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x
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended June 30, 2010
OR
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o
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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________ to _________
Commission file number 1-44
ARCHER-DANIELS-MIDLAND COMPANY
(Exact name of registrant as specified in its charter)
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Delaware
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41-0129150
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(State or other jurisdiction of
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(I. R. S. Employer
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incorporation or organization)
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Identification No.)
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4666 Faries Parkway Box 1470
Decatur, Illinois
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62525
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(Address of principal executive offices)
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(Zip Code)
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217-424-5200
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(Registrant’s telephone number, including area code)
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Name of each exchange on which registered
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Common Stock, no par value
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New York Stock Exchange
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Frankfurt Stock Exchange
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Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes x No ¨
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. 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 has submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes x 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. x
Indicate by check mark whether the 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.
Large Accelerated Filer x Accelerated Filer o
Non-accelerated Filer o Smaller reporting Company o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x
State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter.
Common Stock, no par value--$19.7 billion
(Based on the closing sale price of Common Stock as reported on the New York Stock Exchange
as of December 31, 2009)
Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date.
Common Stock, no par value—639,324,639 shares
(July 31, 2010)
EXPLANATORY NOTE
We are filing this Amendment No. 1 on Form 10-K/A (this “Amendment”) to our Annual Report on Form 10-K for the year ended June 30, 2010 (the “Original Annual Report”) for the sole purpose of filing a revised consent of independent registered public accounting firm as Exhibit 23.
Except as described above, we have not modified or updated other disclosures presented in the Original Annual Report. This Amendment does not amend, update or change the financial statements or any other disclosures in the Original Annual Report and does not reflect events occurring after the filing of the Original Annual Report.
PART IV
Item 15. Exhibits and Financial Statement Schedules
(a)(3) List of exhibits
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(23)
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Consent of independent registered public accounting firm.
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(31.1)
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Certification of Chief Executive Officer pursuant to Rule 13a–14(a) and Rule 15d–14(a) of the Securities Exchange Act, as amended.
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(31.2)
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Certification of Chief Financial Officer pursuant to Rule 13a–14(a) and Rule 15d–14(a) of the Securities Exchange Act, as amended.
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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.
| Date: February 8, 2011 |
ARCHER-DANIELS-MIDLAND COMPANY
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By: /s/ D. J. Smith
D. J. Smith
Executive Vice President, Secretary and General Counsel
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Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on
February 8, 2011, by the following persons on behalf of the Registrant and in the capacities indicated.
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/s/ P. A. Woertz
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/s/ D. E. Felsinger
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P. A. Woertz,
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D. E. Felsinger *,
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Chairman, Chief Executive Officer, President and Director
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Director
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(Principal Executive Officer)
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/s/ V. F. Haynes
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/s/ R. G. Young
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V. F. Haynes *,
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R. G. Young
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Director
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Senior Vice President and
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Chief Financial Officer
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/s/ A. Maciel
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(Principal Financial Officer)
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A. Maciel*,
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Director
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/s/ J. P. Stott
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J. P. Stott
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/s/ P. J. Moore
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Vice President and Controller
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P. J. Moore*,
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(Controller)
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Director
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/s/ G. W. Buckley
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/s/ T. F. O’Neill
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G. W. Buckley*,
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T. F. O’Neill*,
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Director
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Director
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/s/ M. H. Carter
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/s/ K. R. Westbrook
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M. H. Carter*,
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K. R. Westbrook*,
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Director
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Director
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/s/ P. Dufour
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/s/ D. J. Smith
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P. Dufour *,
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D. J. Smith
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Director
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Attorney-in-Fact
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*Powers of Attorney authorizing S. R. Mills, J. P. Stott, and D. J. Smith, and each of them, to sign the Form 10-K and any amendment thereto on behalf of the above-named officers and directors of the Company, copies of which were filed with the Securities and Exchange Commission as an exhibit to the Original Annual Report.