-----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, ewE3s30GB65Txu8xynpHXBV4H94Z/ml2AU0sGM9R1ZMzA3k929BLHvQO4Iq0brhI iB2gYiiYiZk4ETraTkyzog== 0000075644-95-000010.txt : 19950620 0000075644-95-000010.hdr.sgml : 19950620 ACCESSION NUMBER: 0000075644-95-000010 CONFORMED SUBMISSION TYPE: S-8 POS PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19950619 EFFECTIVENESS DATE: 19950619 SROS: NASD SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: ZEMEX CORP CENTRAL INDEX KEY: 0000075644 STANDARD INDUSTRIAL CLASSIFICATION: MINING, QUARRYING OF NONMETALLIC MINERALS (NO FUELS) [1400] IRS NUMBER: 135496920 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: S-8 POS SEC ACT: 1933 Act SEC FILE NUMBER: 033-60291 FILM NUMBER: 95547789 BUSINESS ADDRESS: STREET 1: BCE PLACE STREET 2: 161 BAY STREET STE 3750 CITY: TORONTO ONTARIO M5J STATE: A6 BUSINESS PHONE: 4163658080 MAIL ADDRESS: STREET 1: CANADA TRUST TOWER STREET 2: BCE PLACE 161 BAY ST,# 3750 PO BOX 703 CITY: TORONTO ONTARIO FORMER COMPANY: FORMER CONFORMED NAME: PACIFIC TIN CONSOLIDATED CORP DATE OF NAME CHANGE: 19860720 S-8 POS 1 "The purpose of this amendment is to include the required Financial Data Schedule" As filed with the Securities and Exchange Commission on June 16, 1995 Registration No. 33-_______ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 Registration Statement Under the Securities Act of 1933 ZEMEX CORPORATION (Exact name of issuer as specified in its charter) Delaware 13-5496920 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) Canada Trust Tower, BCE Place 161 Bay Street, Suite 3750, Toronto, Ontario, Canada, M5J 2S1 (Address of Principal Executive Offices, including Postal Code) ZEMEX CORPORATION 1995 STOCK OPTION PLAN (Full title of the plan) ___________________________________ Allen J. Palmiere Vice President, Chief Financial Officer and Assistant Secretary ZEMEX CORPORATION Canada Trust Tower, BCE Place 161 Bay Street, Suite 3750 Toronto, Ontario, M5J 2S1, Canada (416) 365-8080 (Name, address, and telephone number of agent for service) Calculation of Registration Fee Title of Securities Proposed maximum Proposed maximum Amount of to be Amount to be offering price aggregate registration registered registered per share* offering price* fee Capital Stock par value 300,000 $9.375 per $2,812,500 $969.83 $1.00 shares share * Estimated pursuant to Rule 457(c), solely for the purpose of calculating the registration fee based on the average of the high and low prices of the Capital Stock as reported on the New York Stock Exchange consolidated reporting system on June 7, 1995. SIGNATURES Pursuant to the requirements of the Securities Act of 1933, as amended, 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 this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Toronto, the Province of Ontario, on June 15, 1995. ZEMEX CORPORATION (Registrant) By: /s/Richard L. Lister Richard L. Lister President and Chief Executive Officer Each of the undersigned hereby appoints Richard L. Lister and Allen J. Palmiere and each of them severally, his true and lawful attorneys to execute on behalf of the undersigned any and all amendments to this Registration Statement, and to file the same with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission. Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the date indicated above. /s/Peter Lawson-Johnston Chairman of the Board Peter Lawson-Johnston and Director /s/Richard L. Lister President, Chief Executive Officer Richard L. Lister and Director (Principal Executive Officer) /s/Paul A. Carroll Director Paul A. Carroll /s/Morton A. Cohen Morton A. Cohen Director /s/John M. Donovan Director John M. Donovan /s/Thomas B. Evans, Jr. Director Thomas B. Evans, Jr. /s/Ned Goodman Director Ned Goodman /s/Patrick H. O'Neill Director Patrick H. O'Neill /s/William J. vanden Heuvel Director William J. vanden Heuvel /s/Allen J. Palmiere Vice President, Chief Financial Officer Allen J. Palmiere and Assistant Secretary (Principal Financial and Accounting Officer) EXHIBIT INDEX Exhibit No. Description of Exhibit Page No. 3(a) Amended and Restated Certificate of Incorporation (incorporated by reference from Exhibit A of the Corporation's Definitive Proxy Statement, filed on March 29, 1995) 3(b) By-laws (incorporated by reference to Exhibit 3 to the Corporation's Quarterly Report on Form 10-Q for the quarter ended March 31, 1988) 5 Opinion of Davis, Graham & Stubbs, L.L.C. as to the legality of the securities to which this registration statement relates 24(a) Consent of Davis, Graham & Stubbs, L.L.C. (contained in Exhibit 5) 24(b) Consent of Deloitte & Touche, Toronto, Ontario 25 Powers of Attorney (see "Signatures") 99 Zemex Corporation 1995 Stock Option Plan (incorporated by reference to Exhibit A to the Corporation's Definitive Proxy Statement, filed on March 29, 1995) EX-27 2
5 1,000 3-MOS 12-MOS DEC-31-1995 DEC-31-1994 MAR-31-1995 DEC-31-1994 7,396 8,343 0 0 14,286 11,092 425 414 16,038 16,490 37,910 36,171 65,374 55,997 27,458 26,977 83,232 70,864 14,709 10,125 0 0 7,583 7,168 0 0 0 0 51,728 46,884 83,232 70,864 9,024 55,306 9,024 55,306 16,153 40,552 16,153 40,552 0 0 0 0 29 425 2,233 5,579 714 671 1,459 6,250 0 0 0 0 0 0 1,459 6,250 0.19 1.15 0 0
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