Post-effective Amendment to an S-8 Filing (s-8 Pos)
September 17 2013 - 11:30AM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on September 17, 2013
Registration No. 333-179774
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
INTERMEC, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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95-4647021
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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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6001 36th Avenue West
Everett, Washington
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98203-1264
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(Address of Principal Executive Offices)
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(Zip Code)
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INTERMEC, INC. 2008 OMNIBUS INCENTIVE PLAN
(Full title of the plan)
Mary Brodd
Intermec,
Inc.
6001 36th Avenue West
Everett, Washington 98203-1264
(Name and address of agent for service)
(425) 348-2600
(Telephone number, including area code, of agent for service)
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.
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Large accelerated filer
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¨
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Accelerated filer
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x
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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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¨
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DEREGISTRATION OF SECURITIES
Intermec, Inc. (the Company) is filing this post-effective amendment to deregister certain securities originally registered by the
Company pursuant to the Registration Statement on Form S-8 (File No. 333-179774), filed with the Securities and Exchange Commission (the SEC) on February 28, 2012 (the Registration Statement) with respect to
2,940,753 shares of the Registrants common stock, par value $0.01 per share (the Company Common Stock), registered for issuance under the Registrants 2008 Omnibus Incentive Plan.
Effective as of September 17, 2013, as contemplated by the Agreement and Plan of Merger, dated as of December 9, 2012, by and among
the Company, Honeywell International Inc. (Honeywell), and Hawkeye Merger Sub Corp. (Merger Sub), a wholly owned subsidiary of Honeywell (the Merger Agreement), Merger Sub merged with and into the Company, with
the Company surviving as a wholly owned subsidiary of Honeywell (such transaction, the Merger).
As part of the Merger, the
Company has terminated all offerings of Company Common Stock pursuant to existing registration statements, including the Registration Statement. In accordance with the undertakings made by the Company in the Registration Statement to remove from
registration, by means of a post-effective amendment, any shares of Company Common Stock that remain unsold at the termination of the offering, the Company hereby removes from registration, by means of this Post-Effective Amendment No. 1 to the
Registration Statement, all shares of Company Common Stock registered under the Registration Statement that remain unsold as of the effectiveness of the Merger.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, Intermec, Inc. has duly caused this Post-Effective Amendment
No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Everett, State of Washington, on September 17, 2013.
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INTERMEC, INC.
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By:
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/s/ Yukio Morikubo
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Name:
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Yukio Morikubo
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Title:
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Senior Vice President, General Counsel
and
Corporate Secretary
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Note
: No other person is required to sign this Post-Effective Amendment No. 1 to the Registration Statement
in reliance upon Rule 478 under the Securities Act of 1933, as amended.
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