POS AM 1 a12-7909_1posam.htm POS AM

 

As filed with the Securities and Exchange Commission on April 3, 2012

Registration No. 333-173514

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

POST-EFFECTIVE AMENDMENT NO. 1 TO

 

FORM S-1

 


 

REGISTRATION STATEMENT

UNDER THE SECURITIES ACT OF 1933

 


 

Expert Global Solutions, Inc.*

(Exact name of registrant as specified in its charter)

 


 

Delaware

 

7320

 

02-0786880

(State or other jurisdiction of

incorporation or organization)

 

(Primary Standard Industrial

Classification Code Number)

 

(I.R.S. Employer Identification Number)

 


 

507 Prudential Road

Horsham, Pennsylvania  19044

(215) 441-3000

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

 


 

*SEE TABLE OF REGISTRANT GUARANTORS CONTINUED ON THE NEXT PAGE

 


 

Ronald A. Rittenmeyer

President and Chief Executive Officer

NCO Group, Inc.

507 Prudential Road

Horsham, Pennsylvania  19044

(215) 441-3000

(Name, address, including zip code, and telephone number, including area code, of agent for service)

 

with a copy to:

 

Derek M. Winokur, Esq.

Ian A. Hartman, Esq.

Dechert LLP

1095 Avenue of the Americas

New York, NY 10036

(212) 698-3500

Facsimile:  (212) 698-3599

 


 

Approximate date of commencement of proposed sale of the securities to the public:  Not applicable. This Post-Effective Amendment No. 1 relates to the deregistration of securities.

 

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 check the following box.  x

 

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.  o

 

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  o

 

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  o

 

Indicate by check mark whether the registrant is a large accelerated filed, an accelerated filer, a non-accelerated filed, 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

 

o

 

Accelerated Filer

 

o

Non-accelerated Filer

 

x

 

Smaller Reporting Company

 

o

(Do not check if a smaller reporting company)

 

 

 

 

 

 

 

Explanatory Note

 

This prospectus contains a combined prospectus pursuant to Rule 429 promulgated under the Securities Act of 1933, as amended, relating also to the Registration Statements on Form S-1 (File Nos. 333-150885, 333-158745, 333-165975) previously filed.  Accordingly, upon effectiveness, this registration statement shall act as a post-effective amendment to the Registration Statements on Form S-1 (File Nos. 333-150885, 333-158745, 333-165975).

 

 

 



 

TABLE OF REGISTRANT GUARANTORS

 

Exact Name of Registrant as 
Specified in its Charter

 

State or Other 
Jurisdiction of 
Incorporation or 
Organization

 

I.R.S. Employer 
Identification 
Number

 

Address, Including Zip Code and
Telephone Number Including 
Area Code, of 
Registrant Guarantor’s Principal
Executive Offices

ALW Financial, Inc. f/k/a ALW Investment Company, Inc.

 

Delaware

 

20-5819309

 

1201 Market Street, Suite 800
Wilmington, DE 19801
1-800-220-2274

Compass International Services Corporation

 

Delaware

 

22-3540815

 

507 Prudential Road
Horsham, PA 19044
1-800-220-2274

FCA Funding, Inc.

 

Delaware

 

23-2984383

 

1201 Market Street, Suite 800
Wilmington, DE 19801
1-800-220-2274

FCA Leasing, Inc.

 

Delaware

 

51-0277275

 

507 Prudential Road
Horsham, PA 19044
1-800-220-2274

NCO Customer Management, Inc. f/k/a RMH Teleservices, Inc.

 

Pennsylvania

 

23-2250564

 

507 Prudential Road
Horsham, PA 19044
1-800-220-2274

NCO Financial Systems, Inc.

 

Pennsylvania

 

23-1670927

 

507 Prudential Road
Horsham, PA 19044
1-800-220-2274

NCO Funding, Inc.

 

Delaware

 

51-0378281

 

1201 Market Street, Suite 800
Wilmington, DE 19801
1-800-220-2274

NCO Group International, Inc.

 

Delaware

 

05-0614768

 

1201 Market Street, Suite 800
Wilmington, DE 19801
1-800-220-2274

NCO Holdings, Inc. f/k/a Management Adjustment Bureau Funding, Inc.

 

Delaware

 

23-2984387

 

1201 Market Street
Suite 800
Wilmington, DE 19801
1-800-220-2274

NCOP/Marlin, Inc.

 

Nevada

 

52-2352960

 

2520 St. Rose Parkway,
Suite 212
Henderson, NV 89074
1-800-220-2274

RMH Teleservices Asia Pacific, Inc.

 

Delaware

 

32-0047775

 

507 Prudential Road
Horsham, PA 19044
1-800-220-2274

Old OSI LLC

 

Delaware

 

80-0123678

 

390 South Woods Mill Rd.
Suite 150
Chesterfield, MO 63017
1-800-220-2274

OSI Outsourcing Services International, Inc.

 

Wisconsin

 

90-0209538

 

2520 South 170th Street
PO Box 510955
New Berlin, WI 53151-0955
1-800-220-2274

OSI Recovery Solutions, Inc.

 

Delaware

 

43-1901709

 

2520 South 170th Street
PO Box 510955
New Berlin, WI 53151-0955
1-800-220-2274

Outsourcing Solutions Inc.

 

Delaware

 

20-0407098

 

390 South Woods Mill Rd.
Suite 150

 



 

 

 

 

 

 

 

Chesterfield, MO 63017
1-800-220-2274

Pacific Software Consulting, LLC

 

Delaware

 

43-1917898

 

1580 South Main Street,
Suite 105
PO Box 1188
Boerne, TX 78006
1-800-220-2274

Qualink, Inc.

 

Wisconsin

 

39-1758994

 

2520 South 170th Street
PO Box 510955
New Berlin, WI 53151-0955
1-800-220-2274

Transworld Systems Inc.

 

California

 

94-1728881

 

2235 Mercury Way, Suite 275
Santa Rosa, CA 95407
1-800-220-2274

Union Settlement Administrator, Inc.

 

Delaware

 

13-4269978

 

c/o Outsourcing Solutions, Inc.
390 South Woods Mill Rd.
Suite 150
Chesterfield, MO 63017
1-800-220-2274

Union Settlement Administrator Holdco, Inc.

 

Delaware

 

87-0714414

 

c/o Outsourcing Solutions, Inc.
390 South Woods Mill Rd.
Suite 150
Chesterfield, MO 63017
1-800-220-2274

University Accounting Service, LLC

 

Wisconsin

 

39-1992489

 

2520 South 170th Street
PO Box 510955
New Berlin, WI 53151-0955
1-800-220-2274

Systems & Services Technologies, Inc.

 

Delaware

 

26-0590353

 

4315 Pickett Road
St. Joseph, MO 64503
1-800-220-2274

Tempest Recovery Services, Inc.

 

Missouri

 

43-1816131

 

4315 Pickett Road
St. Joseph, MO 64503
1-800-220-2274

 

 

 

 

 

 

1-800-220-2274

Total Debt Management, Inc.

 

Georgia

 

58-2485151

 

6356 Corley Road
Norcross, Georgia 30071
1-800-220-2274

 



 

DEREGISTRATION OF SECURITIES

 

The registrants are filing this Post-Effective Amendment No. 1 to deregister under this registration statement the securities originally registered for offer and sale pursuant to the Registration Statement on Form S-1 filed with the Securities and Exchange Commission (“SEC”) on April 15, 2011 (the “Registration Statement”). The Registration Statement was filed for use by J.P. Morgan Securities LLC to offer and sell from time to time an indeterminate amount of the Floating Rate Senior Notes due 2013 (and related guarantees) and 11.875% Senior Subordinated Notes due 2014 (and related guarantees) (collectively, the “Notes”) in market making transactions. The registrants are filing this Post-Effective Amendment No. 1 to deregister the Notes (and related guarantees).

 

The following entities are not listed as guarantors and are not registrants to this Post-Effective Amendment No. 1. Subsequent to the effective date of the Registration Statement, such entities were dissolved or merged out of existence:

 

·                                          NCOP IX, LLC

 

·                                          NCOP X, LLC

 

·                                          NCOP XI, LLC

 

·                                          NCOP XII, LLC

 

·                                          NCOP Services, Inc.

 

·                                          NCOP Financing, Inc.

 

·                                          NCO Teleservices, Inc.

 

·                                          Compass Teleservices, Inc.

 

·                                          NCO ACI Holdings, Inc.

 

·                                          JDR Holdings, Inc.

 

·                                          AC Financial Services, Inc.

 

·                                          Coast to Coast Consulting, LLC

 

·                                          NCO Support Services, LLC

 

·                                          PAE Leasing, LLC

 

·                                          AssetCare, Inc.

 

·                                          NCO Portfolio Management, Inc.

 

·                                          NCOP Nevada Holdings, Inc.

 

·                                          OSI Portfolio Services, Inc.

 

·                                          OSI SPE, LLC

 

·                                          Greystone Business Group, LLC

 

·                                          OSI Outsourcing Services, Inc.

 

·                                          Credit Receivables Corporation I

 



 

PART II—INFORMATION NOT REQUIRED IN PROSPECTUS

 

ITEM 16.      EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

 

24.1     Power of Attorney (incorporated by reference to Exhibit 24.1 to the Registration Statement on Form S-1 (333-173514) filed with the SEC on April 15, 2011)

 



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

EXPERT GLOBAL SOLUTIONS, INC. (F/K/A NCO GROUP, INC.)

 

 

 

By:

*

 

Name:

John R. Schwab

 

Title:

Executive Vice President Corporate Strategy

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

 

 

 

*

 

President and Chief Executive Officer (Principal Executive

Ronald A. Rittenmeyer

 

Officer)

/s/ Thomas Erhardt

 

Executive Vice President and Chief Financial Officer

Thomas Erhardt

 

(Principal Financial Officer and Principal Accounting Officer)

 

 

 

*

 

Chairman of the Board

Michael J. Barrist

 

 

*

 

 

Henry H. Briance

 

Director

*

 

 

Colin M. Farmer

 

Director

*

 

 

Edward A. Kangas

 

Director

*

 

 

Thomas J. Kichler

 

Director

/s/ Marc Simon

 

 

Marc Simon

 

Director

 

 

*By:

*

 

Name:

John R Schwab.

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-1



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

ALW FINANCIAL, INC.

 

 

 

By:

*

 

Name:

William C. Fischer

 

Title:

Chief Executive Officer and President

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

William C. Fischer

 

Chief Executive Officer and President

 

 

(Principal Executive Officer)

*

 

 

Brian H. Callahan

 

Senior Vice President and Treasurer and Director

 

 

(Principal Financial Officer and Principal Accounting Officer)

*

 

 

Joshua Gindin

 

Director

*

 

 

John R. Schwab

 

Director

 

 

 

 

 

 

*By:

*

 

Name:

John R. Schwab

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-2



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

COMPASS INTERNATIONAL SERVICES CORPORATION

 

 

 

By:

*

 

Name:

John R. Schwab

 

Title:

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

John R. Schwab

 

Chief Executive Officer, President, Chief Financial Officer, Treasurer and Director

 

 

(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

 

 

 

*

 

Director

Michael J. Barrist

 

 

 

 

 

/s/ Brian H. Callahan

 

 

Brian H. Callahan

 

Director

*

 

 

Joshua Gindin

 

Director

 

 

 

 

 

 

*By:

*

 

Name:

John R. Schwab

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-3



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

FCA FUNDING, INC.

 

 

 

By:

*

 

Name:

William C. Fischer

 

Title:

President

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

William C. Fischer

 

President (Principal Executive Officer)

*

 

 

Brian H. Callahan

 

Senior Vice President and Treasurer (Principal Financial Officer and Principal Accounting Officer)

/s/ Joshua Gindin

 

 

Joshua Gindin

 

Director

*

 

 

John R. Schwab

 

Director

*

 

 

Peter J. Winnington

 

Director

 

 

 

 

 

 

*By:

*

 

Name:

John R. Schwab

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-4



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

FCA LEASING, INC.

 

 

 

By:

*

 

Name:

Robert DiSante

 

Title:

President

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

Robert DiSante

 

President and Director (Principal Executive Officer)

*

 

 

Maria Albino

 

Treasurer and Director

 

 

(Principal Financial Officer and Principal Accounting Officer)

*

 

 

Irving Shapiro

 

Director

 

 

 

 

 

 

*By:

*

 

Name:

John R. Schwab

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-5



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

NCO CUSTOMER MANAGEMENT, INC.

 

 

 

By:

*

 

Name:

John R. Schwab

 

Title:

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

John R. Schwab

 

Chief Executive Officer, President, Chief Financial Officer, Treasurer and Director

 

 

(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

*

 

 

Michael J. Barrist

 

Director

/s/ Brian H. Callahan

 

 

Brian H. Callahan

 

Director

*

 

 

Joshua Gindin

 

Director

 

 

 

 

 

 

*By:

*

 

Name:

John R. Schwab

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-6



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

NCO FINANCIAL SYSTEMS, INC.

 

 

 

By:

*

 

Name:

John R. Schwab

 

Title:

President, Chief Financial Officer and Treasurer

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

John R. Schwab

 

President, Chief Financial Officer, Treasurer and Director

 

 

(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

*

 

 

Michael J. Barrist

 

Chairman of the Board

/s/ Brian H. Callahan

 

 

Brian H. Callahan

 

Director

*

 

 

Joshua Gindin

 

Director

 

 

 

 

 

 

*By:

*

 

Name:

John R. Schwab

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-7



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

NCO FUNDING, INC.

 

 

 

By:

*

 

Name:

William C. Fischer

 

Title:

President

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

William C. Fischer

 

President (Principal Executive Officer)

*

 

 

Brian H. Callahan

 

Senior Vice President and Treasurer (Principal Financial Officer and Principal Accounting Officer)

*

 

 

John R. Schwab

 

Director

*

 

 

Peter J. Winnington

 

Director

 

 

 

 

 

 

*By:

*

 

Name:

John R. Schwab

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-8



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

NCO GROUP INTERNATIONAL, INC.

 

 

 

By:

*

 

Name:

William C. Fischer

 

Title:

President

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

William C. Fischer

 

President (Principal Executive Officer)

*

 

 

Brian H. Callahan

 

Senior Vice President and Treasurer (Principal Financial Officer and Principal Accounting Officer)

/s/ Joshua Gindin

 

 

Joshua Gindin

 

Director

*

 

 

John R. Schwab

 

Director

*

 

 

Peter J. Winnington

 

Director

 

 

 

 

 

 

*By:

*

 

Name:

John R. Schwab

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-9



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

NCO HOLDINGS, INC.

 

 

 

By:

*

 

Name:

William C. Fischer

 

Title:

President

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

William C. Fischer

 

President (Principal Executive Officer)

*

 

 

Brian H. Callahan

 

Senior Vice President and Treasurer (Principal Financial Officer and Principal Accounting Officer)

/s/ Joshua Gindin

 

 

Joshua Gindin

 

Director

*

 

 

John R. Schwab

 

Director

*

 

 

Peter J. Winnington

 

Director

 

 

 

 

 

 

*By:

*

 

Name:

John R. Schwab

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-10



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

NCOP/MARLIN, INC.

 

 

 

By:

/s/ Joshua Gindin

 

Name:

Joshua Gindin

 

Title:

President

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

/s/ Joshua Gindin

 

 

Joshua Gindin

 

President and Director (Principal Executive Officer)

*

 

 

Richard J. Palmer

 

Treasurer (Principal Financial Officer and Principal Accounting Officer)

/s/ Brian H. Callahan

 

 

Brian H. Callahan

 

Director

/s/ John R. Schwab

 

 

John R. Schwab

 

Director

 

 

 

 

 

 

*By:

*

 

Name:

John R. Schwab

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-11



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

RMH TELESERVICES ASIA PACIFIC, INC.

 

 

 

By:

*

 

Name:

John R. Schwab

 

Title:

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

John R. Schwab

 

Chief Executive Officer, President, Chief Financial Officer, Treasurer and Director

 

 

(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

*

 

 

Michael J. Barrist

 

Director

*

 

 

Brian H. Callahan

 

Director

*

 

 

Joshua Gindin

 

Director

 

 

 

 

 

 

*By:

*

 

Name:

John R. Schwab

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-12



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

OLD OSI LLC

 

 

 

By:

*

 

Name:

John R. Schwab

 

Title:

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

John R. Schwab

 

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

 

(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

 

 

 

UNION SETTLEMENT ADMINISTRATOR HOLDCO, INC.

 

Manager

 

 

 

By:

*

 

 

Name:

John R. Schwab

 

 

Title:

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

 

 

 

 

UNION SETTLEMENT ADMINISTRATOR, INC.

 

Manager

 

 

 

By:

*

 

 

Name:

John R. Schwab

 

 

Title:

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

 

 

 

 

*By:

*

 

 

Name:

John R. Schwab

 

 

Attorney-in-fact

 

 

(Signature appears on page S-26)

 

 

 

S-13



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

OSI OUTSOURCING SERVICES INTERNATIONAL, INC.

 

 

 

By:

*

 

Name:

John R. Schwab

 

Title:

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

John R. Schwab

 

Chief Executive Officer, President, Chief Financial Officer, Treasurer and Director

 

 

(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

*

 

 

Michael J. Barrist

 

Director

/s/ Brian H. Callahan

 

 

Brian H. Callahan

 

Director

*

 

 

Joshua Gindin

 

Director

 

 

 

 

 

 

*By:

*

 

Name:

John R. Schwab

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-14



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

OSI RECOVERY SOLUTIONS, INC.

 

 

 

By:

*

 

Name:

John R. Schwab

 

Title:

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

John R. Schwab

 

Chief Executive Officer, President, Chief Financial Officer, Treasurer and Director

 

 

(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

*

 

 

Michael J. Barrist

 

Director

/s/ Brian H. Callahan

 

 

Brian H. Callahan

 

Director

 

 

 

*

 

 

Joshua Gindin

 

Director

 

 

 

 

 

 

*By:

*

 

Name:

John R. Schwab

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-15



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

OUTSOURCING SOLUTIONS, INC.

 

 

 

By:

*

 

Name:

John R. Schwab

 

Title:

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

John R. Schwab

 

Chief Executive Officer, President, Chief Financial Officer, Treasurer and Director

 

 

(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

*

 

 

Michael J. Barrist

 

Director

/s/ Brian H. Callahan

 

 

Brian H. Callahan

 

Director

 

 

 

*

 

 

Joshua Gindin

 

Director

 

 

 

 

 

 

*By:

*

 

Name:

John R. Schwab

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-16



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

PACIFIC SOFTWARE CONSULTING, LLC

 

 

 

By:

*

 

Name:

John R. Schwab

 

Title:

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

John R. Schwab

 

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

 

(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

 

 

 

OUTSOURCING SOLUTIONS, INC.

 

Sole Manager

 

 

 

By:

*

 

 

Name:

John R. Schwab

 

 

Title:

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

 

 

 

 

 

 

 

*By:

*

 

 

Name:

John R. Schwab

 

 

Attorney-in-fact

 

 

(Signature appears on page S-26)

 

 

 

S-17



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

QUALINK, INC.

 

 

 

By:

*

 

Name:

John R. Schwab

 

Title:

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

John R. Schwab

 

Chief Executive Officer, President, Chief Financial Officer, Treasurer and Director

 

 

(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

*

 

 

Michael J. Barrist

 

Director

/s/ Brian H. Callahan

 

 

Brian H. Callahan

 

Director

 

 

 

*

 

 

Joshua Gindin

 

Director

 

 

 

 

 

 

*By:

*

 

Name:

John R. Schwab

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-18



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

TRANSWORLD SYSTEMS, INC.

 

 

 

By:

*

 

Name:

John R. Schwab

 

Title:

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

John R. Schwab

 

Chief Executive Officer, President, Chief Financial Officer, Treasurer and Director

 

 

(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

*

 

 

Michael J. Barrist

 

Director

 

 

 

/s/ Brian H. Callahan

 

 

Brian H. Callahan

 

Director

*

 

 

Joshua Gindin

 

Director

 

 

 

 

 

 

*By:

*

 

Name:

John R. Schwab

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-19



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

UNION SETTLEMENT ADMINISTRATOR, INC.

 

 

 

By:

*

 

Name:

John R. Schwab

 

Title:

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

John R. Schwab

 

Chief Executive Officer, President, Chief Financial Officer, Treasurer and Director

 

 

(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

*

 

 

Michael J. Barrist

 

Director

/s/ Brian H. Callahan

 

 

Brian H. Callahan

 

Director

 

 

 

*

 

 

Joshua Gindin

 

Director

 

 

 

 

 

 

*By:

*

 

Name:

John R. Schwab

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-20



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

UNION SETTLEMENT ADMINISTRATOR HOLDCO, INC.

 

 

 

By:

*

 

Name:

John R. Schwab

 

Title:

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

John R. Schwab

 

Chief Executive Officer, President, Chief Financial Officer, Treasurer and Director

 

 

(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

*

 

 

Michael J. Barrist

 

Director

 

 

 

/s/ Brian H. Callahan

 

 

Brian H. Callahan

 

Director

*

 

 

Joshua Gindin

 

Director

 

 

 

 

 

 

*By:

*

 

Name:

John R. Schwab

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-21



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

UNIVERSITY ACCOUNTING SERVICE, LLC

 

 

 

By:

*

 

Name:

John R. Schwab

 

Title:

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

John R. Schwab

 

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

 

(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

 

 

 

OUTSOURCING SOLUTIONS, INC.

 

Sole Manager

 

 

 

By:

*

 

 

Name:

John R. Schwab

 

 

Title:

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

 

 

 

 

 

 

 

*By:

*

 

 

Name:

John R. Schwab

 

 

Attorney-in-fact

 

 

(Signature appears on page S-26)

 

 

 

S-22



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

SYSTEMS & SERVICES TECHNOLOGIES, INC.

 

 

 

By:

*

 

Name:

John R. Schwab

 

Title:

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

John R. Schwab

 

Chief Executive Officer, President, Chief Financial Officer, Treasurer and Director

 

 

(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

*

 

 

Michael J. Barrist

 

Director

 

 

 

/s/ Brian H. Callahan

 

 

Brian H. Callahan

 

Director

*

 

 

Joshua Gindin

 

Director

 

 

 

 

 

 

*By:

*

 

Name:

John R. Schwab

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-23



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

TEMPEST RECOVERY SERVICES, INC.

 

 

 

By:

*

 

Name:

John R. Schwab

 

Title:

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

John R. Schwab

 

Chief Executive Officer, President, Chief Financial Officer, Treasurer and Director

 

 

(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

*

 

 

Michael J. Barrist

 

Director

 

 

 

/s/ Brian H. Callahan

 

 

Brian H. Callahan

 

Director

*

 

 

Joshua Gindin

 

Director

 

 

 

 

 

 

*By:

*

 

Name:

John R. Schwab

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-24



 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant 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 Horsham, Commonwealth of Pennsylvania, on this 3rd day of April, 2012.

 

 

TOTAL DEBT MANAGEMENT, INC.

 

 

 

By:

*

 

Name:

John R. Schwab

 

Title:

Chief Executive Officer, President, Chief Financial Officer and Treasurer

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 Registration Statement has been signed by the following persons in the capacities indicated on April 3, 2012.

 

Signature

 

Title

*

 

 

John R. Schwab

 

Chief Executive Officer, President, Chief Financial Officer, Treasurer and Director

 

 

(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

*

 

 

Michael J. Barrist

 

Director

 

 

 

/s/ Brian H. Callahan

 

 

Brian H. Callahan

 

Director

*

 

 

Joshua Gindin

 

Director

 

 

 

 

 

 

*By:

*

 

Name:

John R. Schwab

 

Attorney-in-fact

 

(Signature appears on page S-26)

 

 

S-25



 

SIGNATURES

 

The undersigned, duly appointed agent and attorney-in-fact, has executed the foregoing signature pages on behalf of the foregoing Registrants and the directors and officers named therein, as of April 3, 2012.

 

 

By:

/s/ John R. Schwab

 

Name:

John R. Schwab

 

Title:

Attorney-in-fact

 

S-26



 

EXHIBIT INDEX

 

24.1

 

Power of Attorney (incorporated by reference to Exhibit 24.1 to the Registration Statement on Form S-1 (333-173514) filed with the SEC on April 15, 2011)