- Post-Effective Amendment to an S-8 filing (S-8 POS)
May 11 2009 - 5:05PM
Edgar (US Regulatory)
As
filed with the Securities and Exchange Commission on May 11, 2009
Registration
No. 333-144644
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington
D.C. 20549
POST-EFFECTIVE
AMENDMENT NO. 1 TO
FORM
S-8
REGISTRATION
STATEMENT UNDER THE SECURITIES ACT OF 1933
HAYES
LEMMERZ INTERNATIONAL, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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32-0072578
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(State
or other jurisdiction of
incorporation
or organization)
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(I.R.S.
Employer
Identification
Number)
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15300
Centennial Drive
Northville,
Michigan 48168
(734)
737-5000
(Address
and telephone number, including area code, of principal executive
offices)
HAYES
LEMMERZ INTERNATIONAL, INC. LONG-TERM INCENTIVE PLAN
(Full
title of the plans)
Patrick
C. Cauley
Vice
President, General Counsel & Secretary
Hayes
Lemmerz International, Inc.
15300
Centennial Drive
Northville,
Michigan 48168
(734)
737-5000
(Name,
address, and telephone number, including area code, of agent for
service)
With
a Copy to:
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Robert
B. Pincus, Esq.
Skadden,
Arps, Slate, Meagher & Flom LLP
One
Rodney Square
P.O.
Box 636
Wilmington,
Delaware 19899-0636
(302)
651-3000
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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):
Large
accelerated filer
o
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Accelerated
filer
þ
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Non-accelerated
filer
o
(Do
not check if a smaller reporting company)
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Smaller
reporting company
o
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EXPLANATORY
NOTE
This
Post-Effective Amendment No. 1 relates to the Registration Statement on Form S-8
(Registration No. 333-144644) previously filed by Hayes Lemmerz International,
Inc., a Delaware corporation (the “
Registrant
”), on July 17, 2007
(the “
Registration
Statement
”). The Registration Statement registered 6,000,000 shares of
common stock, par value $0.01 per share, issuable pursuant to the Registrant’s
Long-Term Incentive Plan, together with an indeterminate number of shares of
common stock that may become issuable by reason of any stock split, stock
dividend, recapitalization, or other similar transaction effected without
consideration that results in an increase in the number of the Registrant’s
shares of outstanding common stock.
In
accordance with an undertaking made by the Registrant in the Registration
Statement to remove from registration by means of a post-effective amendment any
of the securities being registered which remain unsold at the termination of the
offering, the Registrant hereby amends the Registration Statement to deregister
any remaining securities registered but unsold under the Registration
Statement.
SIGNATURES
Pursuant
to the requirements of the Securities Act of 1933, 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 No. 1 to
the Registration Statement on Form S-8 (Registration No. 333-144644) to be
signed on its behalf by the undersigned, thereunto duly authorized, in the City
of Northville, in the State of Michigan, on the 11
th
day of
May, 2009.
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HAYES
LEMMERZ INTERNATIONAL, INC.
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By:
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/s/
Patrick C. Cauley
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Patrick
C. Cauley
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Vice
President, General Counsel & Secretary
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Pursuant
to the requirements of the Securities Act of 1933, this Post-Effective Amendment
No. 1 to the Registration Statement on Form S-8 has been signed by the following
persons in the capacities and on the dates indicated.
Signature
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Title
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Date
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*
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President
and Chief Executive Officer
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May
11, 2009
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Curtis
J. Clawson
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(Principal
Executive Officer)
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/s/
Mark A. Brebberman
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Vice
President and Chief Financial Officer
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May
11, 2009
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Mark
A. Brebberman
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(Principal
Financial Officer)
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/s/
David Jorgensen
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Corporate
Controller
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May
11, 2009
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David
Jorgensen
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(Principal
Accounting Officer)
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*
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Director
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May
11, 2009
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William
H. Cunningham
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*
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Director
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May
11, 2009
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Cynthia
Feldmann
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*
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Director
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May
11, 2009
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George
T. Haymaker
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*
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Director
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May
11, 2009
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*
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Director
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May
11, 2009
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Henry
D. G. Wallace
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*
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Director
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May
11, 2009
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Richard
F. Wallman
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*
By:
/s/ Patrick C.
Cauley
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Patrick
C. Cauley
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Attorney-in-Fact
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3
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