Post-effective Amendment to an S-8 Filing (s-8 Pos)
June 30 2020 - 4:11PM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on June 30, 2020
Registration No. 333-59198
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective Amendment No. 2 to Form S-8, Registration Statement No. 333-59198
FORM S-8
REGISTRATION STATEMENT
UNDER
THE
SECURITIES ACT OF 1933
TECH DATA CORPORATION
(Exact name of registrant as specified in its charter)
|
|
|
Florida
|
|
No. 59-1578329
|
(State or other jurisdiction
of incorporation)
|
|
(IRS Employer
Identification No.)
|
5350 Tech Data Drive
Clearwater, FL 33760
Telephone: (727)-539-7429
(Address, including zip code, and telephone number, including area code, of principal executive offices)
2000 Equity Incentive Plan of Tech Data Corporation
2000 Non-Qualified Stock Option Plan of Tech Data Corporation
(FULL TITLE OF THE PLAN)
Charles V. Dannewitz
Executive Vice President and Chief Financial Officer
Tech Data Corporation
5350 Tech Data Drive
Clearwater, FL 33760
(727) 539-7429
(Name and address, including zip code, and telephone number, including area code, of agent for service)
With copies to:
Andrew J. Nussbaum, Esq.
DongJu Song, Esq.
Wachtell, Lipton, Rosen & Katz
51 West 52nd Street
New
York, NY 10019
(212) 403-1000
Approximate date of commencement of proposed sale to the public: Not applicable. Removal from registration of securities that were registered but not sold
pursuant to this registration statement.
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):
|
|
|
|
|
|
|
Large accelerated filer
|
|
☒
|
|
Accelerated filer
|
|
☐
|
|
|
|
|
Non-accelerated filer
|
|
☐ (Do not check if a smaller reporting company)
|
|
Smaller reporting company
|
|
☐
|
|
|
|
|
|
|
|
|
Emerging growth company
|
|
☐
|
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment (the Post-Effective Amendment) is being filed to remove from registration all unsold securities of
Tech Data Corporation, a Florida corporation (the Company or the Registrant) registered under the following Registration Statement on Form S-8 (the Registration Statement)
filed by the Company with the Securities and Exchange Commission (the SEC):
|
|
|
Registration Statement No. 333-59198, filed on April 19, 2001,
as amended by Post-Effective Amendment No. 1 filed on July 3, 2017, registering the offer and sale of 6,000,000 shares of Common Stock, $0.0015 par value per share, issuable under the 2000
Non-Qualified Stock Option Plan of Tech Data Corporation and the 2000 Equity Incentive Plan of Tech Data Corporation
|
Pursuant to an Agreement and Plan of Merger dated as of November 12, 2019, as amended on November 27, 2019 by Amendment No. 1
to the Agreement and Plan of Merger (the Merger Agreement) among Tiger Midco, LLC, a Delaware limited liability company (Parent), the Company and Tiger Merger Sub Co., a Delaware corporation and a direct wholly owned
subsidiary of Parent (Merger Sub), Merger Sub merged with and into the Company (the Merger), with the Company surviving the Merger as a direct wholly owned subsidiary of Parent. The Merger became effective on June 30,
2020 (the Effective Time).
As a result of the Merger, the Company has terminated all offerings of its securities pursuant to
its existing registration statements, including the Registration Statement. In accordance with the Companys undertaking in the Registration Statement, the Company hereby removes from registration any securities registered under the
Registration Statement that remained unsold at the termination of the offering.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant certifies that it has reasonable grounds to believe
that it meets all of the requirements for filing 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 the city of Clearwater, State of Florida, on June 30, 2020.
|
|
|
TECH DATA CORPORATION
|
|
|
By:
|
|
/s/ Charles V. Dannewitz
|
Name:
|
|
Charles V. Dannewitz
|
Title:
|
|
Executive Vice President, Chief Financial Officer
|
No other person is required to sign this Post-Effective Amendment, in reliance upon Rule 478(c) under the Securities Act
of 1933, as amended.
Tech Data (NASDAQ:TECD)
Historical Stock Chart
From Aug 2024 to Sep 2024
Tech Data (NASDAQ:TECD)
Historical Stock Chart
From Sep 2023 to Sep 2024