As filed with the Securities and Exchange Commission on March 29, 2010
Registration No. 333-128070
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION STATEMENT
Under
The Securities Act of 1933
INHIBITEX, INC.
(Exact name of Registrant as specified in its charter)
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Delaware
(State or other jurisdiction of
incorporation or organization)
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2836
(Primary Standard Industrial
Classification Code Number)
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74-2708737
(I.R.S. Employer
Identification Number)
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9005 Westside Parkway
Alpharetta, Georgia 30009
(678) 746-1100
(Address, including zip code, and telephone number, including area code, of Registrants principal executive offices)
Russell H. Plumb
Inhibitex, Inc.
President, Chief Executive Officer and Chief Financial Officer
9005 Westside Parkway
Alpharetta, Georgia 30009
(678) 746-1100
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
David S. Rosenthal, Esq.
Dechert LLP
1095 Avenue of the Americas
New York, New York 10036-6797
(212) 698-3500
Approximate date of commencement of proposed sale to the public:
Not Applicable.
If the only securities being registered on this Form are being offered pursuant to dividend or
interest reinvestment plans, please check the following box.
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If any of the securities being registered on this Form are to be offered on a delayed or
continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities
offered only in connection with dividend or interest reinvestment
plans,
check the following box.
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If this Form is filed to register additional securities for an offering pursuant to Rule
462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the
earlier effective registration statement for the
same offering.
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If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities
Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration
statement for the same offering.
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If this form is a registration statement pursuant to General Instruction I.D. or a
post-effective amendment thereto that shall become effective upon filing with the Commission
pursuant to rule 462(e) under the Securities Act, check the following box.
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If this form is a post-effective amendment to a registration statement filed pursuant to
General Instruction I.D. filed to register additional classes of securities pursuant to Rule 413(b)
under the Securities Act, check the following box.
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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
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(Do not check if a smaller reporting company)
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Smaller reporting company
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This Post-Effective Amendment No. 1 to
Form S-3
shall become effective in accordance with
Section
8(c)
of the Securities Act of 1933, as amended, on such date as the Commission, acting
pursuant to
Section 8(c)
may determine.
SIGNATURES
Pursuant to the requirements of the Securities Act, the registrant has duly caused this
registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in
the City of Alpharetta, State of Georgia, on the 29th day of March, 2010.
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INHIBITEX, INC.
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By:
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/s/ RUSSELL H. PLUMB
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Name:
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Russell H. Plumb
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Title:
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President, Chief Executive Officer and
Chief Financial Officer
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Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement
has been signed by the following persons in the capacities and on the dates indicated:
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NAME
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TITLE
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DATE
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/s/ RUSSELL H. PLUMB
Russell H. Plumb
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President, Chief Executive Officer, Chief Financial Officer
and Director (Principal Executive Officer, Principal Financial
Officer and Principal Accounting Officer)
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March 29, 2010
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/s/ M. JAMES BARRETT, PH.D.*
M. James Barrett, Ph.D.
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Director
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March 29, 2010
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/s/ GABRIELE M. CERRONE*
Gabriele M. Cerrone
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Director
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March 29, 2010
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/s/ MICHAEL A. HENOS*
Michael A. Henos
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Director
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March 29, 2010
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/s/ CHRIS MCGUIGAN, BSc, PH.D.*
Chris McGuigan, BSc, Ph.D.
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Director
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March 29, 2010
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/s/ RUSSELL M. MEDFORD, M.D., PH.D.*
Russell M. Medford, M.D., Ph.D.
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Director
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March 29, 2010
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/s/ MARC L. PREMINGER, FSA, MAAA*
Marc L. Preminger, FSA, MAAA
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Director
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March 29, 2010
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/s/ A. KEITH WILLARD*
A. Keith Willard
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Director
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March 29, 2010
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*By:
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/s/ RUSSELL H. PLUMB
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Russell H. Plumb
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Attorney-in-Fact
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