Post-effective Amendment to an S-8 Filing (s-8 Pos)
06 Novembre 2013 - 11:31PM
Edgar (US Regulatory)
As Filed with the Securities and Exchange
Commission on November 6, 2013.
Registration No. 333-165503
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UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8 REGISTRATION
STATEMENT
UNDER THE SECURITIES ACT OF 1933
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THERAGENICS CORPORATION
(Exact name of registrant as specified in its
charter)
Delaware
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58-1528626
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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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5203 Bristol Industrial Way
Buford, Georgia 30518
(770) 271-0233
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
———————
Theragenics Corporation
Employee Stock Purchase Plan
(Full title of the plan)
———————
Francis J. Tarallo
Chief Executive Officer
5203 Bristol Industrial Way
Buford, Georgia 30518
(770) 271-0233
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
Eliot W. Robinson
Bryan Cave LLP
1201 West Peachtree Street, NW
Atlanta, GA 30084
(404) 572-6600
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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 the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting
company” in Rule 12b-2 of the Exchange Act (Check one):
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Large
accelerated filer
£
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Accelerated filer
£
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Non-accelerated filer
£
(Do not check if a smaller reporting company)
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Smaller reporting company
S
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DEREGISTRATION OF SECURITIES
This post-effective amendment relates
to the following Registration Statement on Form S-8 (the “Registration Statement”) filed by Theragenics Corporation
(the “Company”) with the Securities and Exchange Commission: Registration Statement No. 333-165503 registering 250,000
shares of common stock, par value $.01 per share, of the Company, issuable pursuant to the Company’s Employee Stock Purchase
Plan.
This amendment is being filed to deregister
any and all unsold securities registered pursuant to, and to terminate the effectiveness of, the Registration Statement.
On October 29, 2013 pursuant to an
Agreement and Plan of Merger, dated as of August 2, 2013, by and between the Company and Juniper Acquisition Corporation (“MergerCo”),
MergerCo merged with and into the Company, with the Company continuing as the surviving corporation (the “Merger”).
As a result of the Merger, the offering of the securities pursuant to the Registration Statement has been terminated. In accordance
with an undertaking made by the Company in the Registration Statement to remove from registration, by means of a post-effective
amendment, any and all of the securities that remain unsold at the termination of the offering, the Company hereby files this post-effective
amendment to terminate the effectiveness of the Registration Statement and to remove from registration all of the securities registered
but unsold, if any, under the Registration Statement as of the effective time of the Merger.
SIGNATURES
Pursuant to
the requirements of the Securities Act of 1933, the Company certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing a post-effective amendment on Form S-8 and has duly caused this post-effective amendment to
the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Buford, State of Georgia
on November 6, 2013.
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THERAGENICS CORPORATION
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By:
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/s/ Francis J. Tarallo
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Francis J. Tarallo
Chief Executive Officer
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Note: No other person is required to sign this post-effective
amendment to the Registration Statement in reliance on Rule 478 of the Security Act of 1933.
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