Post-effective Amendment to an S-8 Filing (s-8 Pos)
April 27 2018 - 12:08PM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on April 27, 2018
Registration No. 333-220806
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM
S-8
REGISTRATION STATEMENT NO. 333-220806
STUDENT TRANSPORTATION INC.
(Exact name of registrant as specified in its charter)
Ontario
(State or other jurisdiction of
Incorporation or organization)
N/A
(I.R.S. Employer
Identification Number)
160 Saunders Road, Unit 6
Barrie, Ontario, Canada L4N 9A4
(Address, including zip code, and telephone number, including area code, of registrants principal executive offices)
Student Transportation Inc. Performance Share Grant Plan
(Full Title of the Plan)
Patrick J. Walker
Executive Vice President and Chief Financial Officer
Student Transportation Inc.
3349 Highway 138
Building A, Suite C
Wall, New Jersey 07719
(732)
280-4200
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
Copy to:
Barry L. Fischer, Esq.
Thompson Coburn LLP
55
East Monroe Street
37th Floor
Chicago, Illinois 60603
Telephone: (312)
580-2233
Facsimile: (312)
782-1998
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.
|
|
|
|
|
|
|
Large accelerated filer
|
|
☐
|
|
Accelerated filer
|
|
☒
|
Non-accelerated filer
|
|
☐
|
|
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 Securities Act. ☐
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment (this Post-Effective Amendment), deregisters all Common Shares, no par value (the
Shares) of Student Transportation Inc. (the Registrant), and any other securities remaining unissued under the Registration Statement on Form
S-8
(No.
333-220806)
filed by the Registrant with the U.S. Securities and Exchange Commission on October 4, 2017, pertaining to the registration of 3,000,000 Shares issuable under the Registrants Performance
Share Grant Plan (the Registration Statement).
Pursuant to an Arrangement Agreement dated February 27, 2018 (the
Arrangement Agreement), the Registrant became a wholly-owned subsidiary of Caisse de dépôt et placement du Québec. As a result of the completion of the transactions contemplated by the Arrangement Agreement, the
Registrant has terminated any and all offerings of its securities pursuant to the Registration Statement. Accordingly, the Registrant hereby terminates the effectiveness of the Registration Statement and, in accordance with the undertaking made by
the Registrant in Part II of the Registration Statement to remove from registration, by means of a post-effective amendment, any securities that had been registered for issuance but remain unsold at the termination of the offering, removes from
registration any and all securities of the Registrant registered but unsold under the Registration Statement as of the date hereof.
SIGNATURES
The Registrant.
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 Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in
the City of Wall, State of New Jersey, on April 27, 2018.
|
|
|
STUDENT TRANSPORTATION INC.
|
|
|
By:
|
|
/s/ Denis J. Gallagher
|
|
|
Denis J. Gallagher
|
|
|
President and Chief Executive Officer
|
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment to the Registration Statement has
been signed by the following persons in the capacities and on the dates indicated.
|
|
|
|
|
SIGNATURE
|
|
TITLE
|
|
DATE
|
|
|
|
/s/ Denis J. Gallagher
|
|
Chairman, President, Chief Executive Officer and Director (Principal Executive Officer)
|
|
April 27, 2018
|
Denis J. Gallagher
|
|
|
|
|
|
/s/ Patrick J. Walker
|
|
Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)
|
|
April 27, 2018
|
Patrick J. Walker
|
|
|
|
|
|
*
|
|
Director
|
|
April 27, 2018
|
Irving Gerstein
|
|
|
|
|
|
*
|
|
Director
|
|
April 27, 2018
|
Barbara Basney
|
|
|
|
|
|
*
|
|
Director
|
|
April 27, 2018
|
Kenneth B. Needler
|
|
|
|
|
|
*
|
|
Director
|
|
April 27, 2018
|
George Rossi
|
|
|
|
|
|
*
|
|
Director
|
|
April 27, 2018
|
David Scopelliti
|
|
|
|
|
|
*
|
|
Director
|
|
April 27, 2018
|
Wendi Sturgis
|
|
|
|
|
|
*
|
|
Director
|
|
April 27, 2018
|
Victor Wells
|
|
|
|
|
|
|
|
*By:
|
|
/s/ Patrick J. Walker
|
|
|
Patrick J. Walker
|
|
|
Attorney-in-Fact
|
Student Transportation (delisted) (NASDAQ:STB)
Historical Stock Chart
From Aug 2024 to Sep 2024
Student Transportation (delisted) (NASDAQ:STB)
Historical Stock Chart
From Sep 2023 to Sep 2024