** **

**UNITED STATES**

**SECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

 

**FORM 10-Q/A**

 

**Amendment No. 1**

 

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

 

**For the quarterly period ended June 30, 2004**

 

**Commission File Number 001-32198**

 

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**ADESA, Inc.**

(Exact name of Registrant as specified in its charter)

 

| **Delaware**   (State or other jurisdiction of   incorporation or organization) | ** ** | **35-1842546**   (I.R.S. Employer   Identification No.) |
|---------------------------------------------------------------------------------|------------|---------------------------------------------------------|

 

**13085 Hamilton Crossing Boulevard Carmel, Indiana 46032** (Address of principal executive offices)

 

Registrant’s telephone number, including area code: **(800) 923-3725**

 

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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 o  No x

 

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

 

The number of shares of common stock outstanding as of August 3, 2004:

 
| **Class** | ** ** | **Number of Shares Outstanding** | ** ** |
|-----------|------------|-------------------------------------------------|------------|
| Common    |       | 94,863,853                                      |       |

 

 

 

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**Explanatory Note**

 

We are filing this Amendment No. 1 to our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2004, which report was filed with the Securities and Exchange Commission on August 6, 2004 (the “Original Report”), solely to replace Exhibit 10.6 as filed with the Original Report with Exhibit 10.6 filed with this Amendment.  The exhibit has been revised to disclose certain information that was originally redacted and subject to a confidential treatment order in connection with our application to renew the existing confidential treatment order for the remaining redacted information.

 

No other changes have been made to the Original Report other than those described above. This Amendment No. 1 does not reflect subsequent events occurring after the original filing date of the Original Report or modify or update in any way disclosures made in the Original Report.  Pursuant to Rule 12b-15 under the Securities Exchange Act of 1934, as a result of this amended report, the certifications pursuant to Section 302 and Section 906 of the Sarbanes-Oxley Act of 2002, filed and furnished, respectively, as exhibits to the Original Report have been re-executed and re-filed or re-furnished as of the date of this amended report and are included as exhibits hereto.

 

**Item 6. Exhibits and Reports on Form 8-K.**

 

(a)                                  Exhibits. The Exhibit Index is incorporated herein by reference.

 

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** **

**SIGNATURES**

 

Pursuant to the requirements 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.

 
|                        | **ADESA, Inc.**                                     |
|-----------------------------|----------------------------------------------------------|
|                        |                                                     |
| Date:   April 20, 2012 | /s/   Thomas J. Caruso                                   |
|                        | Thomas   J. Caruso                                       |
|                        | *Chief   Executive Officer and President*                |
|                        | *(Principal   Executive Officer)*                        |
|                        |                                                     |
|                        |                                                     |
| Date:   April 20, 2012 | /s/   Eric M. Loughmiller                                |
|                        | Eric   M. Loughmiller                                    |
|                        | *Executive   Vice President and Chief Financial Officer* |
|                        | *(Principal   Financial and Accounting Officer)*         |

 

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**EXHIBIT INDEX**

 
| **Exhibit   Number** | ** ** | **Description**                                                                                                                                                                                                                                                                                                                                                                                                                                      |
|----------------------|------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                 |       |                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
| 10.6                 |       | Second Amended and Restated Receivable   Purchase Agreement, dated June 15, 2004 among AFC Funding Corporation as   Seller, Automotive Finance Corporation as Servicer, Fairway Finance Company,   LLC and such other entities from time to time as may become Purchasers   thereunder, Harris Nesbitt Corp., as the Initial Agent and as Purchaser Agent   for Fairway Finance Company, LLC and XL Capital Assurance Inc., as   Insurer.* |
|                 |       |                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
| 31.1                 |       | Certification   of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley   Act of 2002                                                                                                                                                                                                                                                                                                                                          |
|                 |       |                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
| 31.2                 |       | Certification   of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley   Act of 2002                                                                                                                                                                                                                                                                                                                                          |
|                 |       |                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
| 32.1                 |       | Certification   of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley   Act of 2002                                                                                                                                                                                                                                                                                                                                          |
|                 |       |                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
| 32.2                 |       | Certification   of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley   Act of 2002                                                                                                                                                                                                                                                                                                                                          |

 

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| * |   | Portions   of this exhibit have been redacted pursuant to a request for confidential   treatment filed separately with the Secretary of the Securities and Exchange   Commission pursuant to Rule 24b-2 under the Securities Exchange Act of   1934, as amended. |
|---|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

 

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