-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, d13fOpZ+PT89hv+FtI5bp4O+WCgad9MGH83TENx7JGT3rMA2GwBoKVh/1OVSr60f yam+walsbtg3t5Gvsweskg== 0000950144-95-001756.txt : 19950622 0000950144-95-001756.hdr.sgml : 19950622 ACCESSION NUMBER: 0000950144-95-001756 CONFORMED SUBMISSION TYPE: S-8 POS PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950621 EFFECTIVENESS DATE: 19950621 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: CORRECTIONS CORPORATION OF AMERICA CENTRAL INDEX KEY: 0000739404 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-FACILITIES SUPPORT MANAGEMENT SERVICES [8744] IRS NUMBER: 621156308 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: S-8 POS SEC ACT: 1933 Act SEC FILE NUMBER: 033-42068 FILM NUMBER: 95548327 BUSINESS ADDRESS: STREET 1: 102 WOODMONT BLVD STE 800 CITY: NASHVILLE STATE: TN ZIP: 37205 BUSINESS PHONE: 6152923100 S-8 POS 1 CORRECTIONS CORPORATION OF AMERICA AMENDEMT TO S-8 1 As filed with the Securities and Exchange Commission on June 21, 1995 Registration No. 33-42068 - -------------------------------------------------------------------------------- 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 CORRECTIONS CORPORATION OF AMERICA (Exact name of Registrant as specified in its charter) Delaware 62-1156308 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 102 Woodmont Boulevard Nashville, Tennessee 37205 (615) 292-3100 (Address, including zip code, and telephone number, including area code, of Registrant's principal executive offices) CORRECTIONS CORPORATION OF AMERICA 1991 FLEXIBLE STOCK OPTION PLAN (Full Title of the Plan) Elizabeth E. Moore, Esq. Stokes & Bartholomew, P.A. 424 Church Street Suite 2800 Nashville, Tennessee 37219 (Name and Address of agent for service) (615) 259-1450 (Telephone number, including area code, of agent for service) Pursuant to Rule 416(a) under the Securities Act of 1933, the amount of securities registered under the Registration Statement shall include an indeterminate number of additional Common Shares that may become issuable pursuant to the anti-dilution provisions of the Plan. Total Sequentially Exhibit Index is on Numbered Pages: 5 Sequentially Numbered Page 5 2 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT ---------------------------------------- CORRECTIONS CORPORATION OF AMERICA ---------------------------------------- REGISTRATION COVERS ADDITIONAL SHARES RESERVED FOR ISSUANCE UNDER THE PLAN On June 3, 1994, the stockholders of Corrections Corporation of America (the "Company") authorized an amendment to the Company's 1991 Flexible Stock Option Plan (the "Plan") increasing the number of shares reserved for issuance from 300,000 shares of Common Stock, $1.00 par value to 660,000 shares. Accordingly, the Company's Form S-8 Registration Statement (File No. 33-42068) (the "Registration Statement") is hereby amended to confirm the registration under the Securities Act of 1933 as amended (the "Act") of all 660,000 Common Shares issuable under the Plan. The Registration Statement is further amended to provide that, pursuant to Rule 416(a) under the Act, the amount of securities registered under the Registration Statement shall include an indeterminate number of additional Common Shares that may become issuable pursuant to the anti-dilution provisions of the Plan. 2 3 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, Corrections Corporation of America 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 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Nashville, State of Tennessee, on June 21, 1995. CORRECTIONS CORPORATION OF AMERICA By: /s/ Doctor R. Crants -------------------------------------- Doctor R. Crants, Chairman of the Board and Chief Executive Officer 3 4 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 and on the date indicated.
Signature Title Date --------- ----- ---- /s/ Doctor R. Crants Chairman of the Board June 21, 1995 - ---------------------------------------- Chief Executive Officer and Doctor R. Crants Director (Principal Executive Officer) /s/ Darrell K. Massengale Vice President, Chief June 21, 1995 - ---------------------------------------- Financial Officer; Darrell K. Massengale Secretary and Treasurer (Principal Financial and Accounting Officer) /s/ Blake Brock Controller June 21, 1995 - ---------------------------------------- Blake Brock * Director June 21, 1995 - ---------------------------------------- Thomas W. Beasley * Director June 21, 1995 - ---------------------------------------- T. Don Hutto * Director June 21, 1995 - ---------------------------------------- Samuel W. Bartholomew, Jr. * Director June 21, 1995 - ---------------------------------------- William F. Andrews * Director June 21, 1995 - ---------------------------------------- Richard H. Fulton * Director June 21, 1995 - ---------------------------------------- Jean-Pierre Cuny
Doctor R. Crants and Darrell K. Massengale, by signing their names hereto, do sign this document on behalf of the persons indicated above pursuant to the powers of attorney duly executed by such persons and filed as an exhibit to the Registration Statement. *By: /s/ Doctor R. Crants By: /s/ Darrell K. Massengale -------------------------------- ----------------------------- Doctor R. Crants Darrell K. Massengale Attorney-in-Fact Attorney-in-Fact 4 5 CORRECTIONS CORPORATION OF AMERICA POST EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 EXHIBIT INDEX
Sequential No. Description Page Number - --- ----------- ----------- 4.1* The Company's Certificate of Incorporation was filed as an exhibit N/A to the Company's Registration Statement on Form S-1, filed August 15, 1986 (file no. 33-80520), and is herein incorporated by reference. 4.2* The Company's By-laws, amended and restated through the date hereby, N/A were filed as an exhibit to the Company's Registration Statement on Form S-8, filed March 16, 1987 (file No. 33-12504), and are herein incorporated by reference. 4.3* Amendment No. 1 to the Corrections Corporation of America 1991 N/A Flexible Stock Option Plan was filed as an exhibit to the Company's Definitive Proxy Statement for Annual Meeting of Stockholders held June 3, 1994 and is hereby incorporated by reference. 5* Opinion of Stokes & Bartholomew, P.A. N/A 23.1* Consent of Stokes & Bartholomew, P.A. N/A 23.2* Consent of Arthur Andersen LLP. N/A 24* Powers of Attorney. N/A
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