-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NFsvFEmS+Wfa3DrNwwHqtbRYMbfaXSlL1HVDndkDq+2kUGZ/MCFHvq3EjjzW4DtG AypGIRPcUJcAqdalkC8eMw== 0001104659-05-050421.txt : 20051027 0001104659-05-050421.hdr.sgml : 20051027 20051026212256 ACCESSION NUMBER: 0001104659-05-050421 CONFORMED SUBMISSION TYPE: S-8 POS PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20051027 DATE AS OF CHANGE: 20051026 EFFECTIVENESS DATE: 20051027 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HELIX TECHNOLOGY CORP CENTRAL INDEX KEY: 0000046709 STANDARD INDUSTRIAL CLASSIFICATION: SPECIAL INDUSTRY MACHINERY, NEC [3559] IRS NUMBER: 042423640 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: S-8 POS SEC ACT: 1933 Act SEC FILE NUMBER: 333-104624 FILM NUMBER: 051158289 BUSINESS ADDRESS: STREET 1: NINE HAMPSHIRE STREET CITY: MANSFIELD STATE: MA ZIP: 02048 BUSINESS PHONE: 5083375111 MAIL ADDRESS: STREET 1: NINE HAMPSHIRE STREET CITY: MANSFIELD STATE: MA ZIP: 02048 FORMER COMPANY: FORMER CONFORMED NAME: CRYOGENIC TECHNOLOGY INC DATE OF NAME CHANGE: 19760707 S-8 POS 1 a05-19011_3s8pos.htm POST-EFFECTIVE AMENDMENT TO A S-8 REGISTRATION STATEMENT

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

POST-EFFECTIVE AMENDMENT NO. 1

TO

FORM S-8

 

REGISTRATION STATEMENT

NO. 333-116587

REGISTRATION STATEMENT

NO. 333-104624

REGISTRATION STATEMENT

NO. 333-09247

 

UNDER

THE SECURITIES ACT OF 1933

 

 

HELIX TECHNOLOGY CORPORATION

(Exact name of registrant as specified in its charter)

 

 

Delaware

04-2423640

(State or other jurisdiction of incorporation)

(I.R.S. Employer Identification No.)

 

 

Nine Hampshire Street,

02048-9171

Mansfield, MA

(Zip Code)

(Address of principal executive offices)

 

 

 

1996 Equity Incentive Plan

(As Amended and Restated)

(Full title of the plan)

 

 

James F. Gentilcore

President and Chief Executive Officer

Helix Technology Corporation

Mansfield Corporate Center

Nine Hampshire Street

Mansfield, MA 02048-9171

(508) 337-5000

(Name, Address and Telephone Number of Agent for Service)

 

 

With copies to:

 

Mathew J. Gardella, Esq.

Palmer & Dodge LLP

111 Huntington Avenue

Boston, MA 02199-7613

(617) 239-0643

 

 

 

 


 

Deregistration of Unsold Securities

 

These Post-Effective Amendments relate to the Registration Statement on Form S-8 (File No. 333-116587), filed with the Securities and Exchange Commission (the “SEC”) on June 17, 2004, the Registration Statement on Form S-8 (File No. 333-104624) filed with the SEC on April 18, 2003 and the Registration Statement on Form S-8 (File No. 333-09247) filed with the SEC on July 31, 1996 (together, the “Registration Statements”) by Helix Technology Corporation (the “Registrant”), relating to registration of an aggregate of 1,908,000 shares of the Registrant’s Common Stock, $1.00 par value per share (the “Common Stock”) authorized for issuance under the Registrant’s 1996 Equity Incentive Plan (the “Plan”).

 

 On October 26, 2005, Brooks Automation, Inc. (“Brooks”), Mt. Hood Corporation, a wholly owned subsidiary of Brooks, and the Registrant closed the merger (the “Merger”) of Mt. Hood Corporation with and into the Registrant pursuant to the Agreement and Plan of Merger, dated as of July 11, 2005, among such parties, as amended on August 29, 2005.  The Merger is scheduled to become effective at 11:59 p.m. on October 26, 2005 (the “Effective Date”) as set forth in the Certificate of Merger filed with the Secretary of State of the State of Delaware.

 

As a result of the Merger, shares of the Registrant’s Common Stock outstanding under the Plan will be converted into shares of Brooks Common Stock.  The Registrant has terminated all offerings of its Common Stock pursuant to the Registration Statements.  In accordance with an undertaking made by the Registrant in the Registration Statements to remove from registration, by means of a post-effective amendment, any shares of the Registrant’s Common Stock which remain unsold at the termination of the offering, the Registrant hereby removes from registration all shares of the Registrant’s Common Stock registered under the Registration Statements which remain unsold as of the Effective Date.

 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, as amended, and Rule 478 thereunder, 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 these Post-Effective Amendments to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Mansfield, Commonwealth of Massachusetts, on this 26th day of October, 2005.

 

 

HELIX TECHNOLOGY CORPORATION

 

 

 

 

 

By:

/s/ James. F. Gentilcore

 

 

James F. Gentilcore
President and Chief Executive Officer

 

2

 

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