-----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, JNBTD9fhIF+zFnunGeig3KtHoPWnSzUXYoRr32KqnFW/Z/jeMQzLQhXT3MZTi+w/ j+7zxFEEPEpYgcIKgDvc1g== 0000893220-96-001486.txt : 19960830 0000893220-96-001486.hdr.sgml : 19960830 ACCESSION NUMBER: 0000893220-96-001486 CONFORMED SUBMISSION TYPE: S-8 POS PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960829 EFFECTIVENESS DATE: 19960829 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: PATLEX CORP CENTRAL INDEX KEY: 0000076057 STANDARD INDUSTRIAL CLASSIFICATION: PATENT OWNERS & LESSORS [6794] IRS NUMBER: 231883421 STATE OF INCORPORATION: PA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: S-8 POS SEC ACT: 1933 Act SEC FILE NUMBER: 033-97312 FILM NUMBER: 96623365 BUSINESS ADDRESS: STREET 1: 250 COTORRO CT CITY: LAS CRUCES STATE: NM ZIP: 88005 BUSINESS PHONE: 5055244050 MAIL ADDRESS: STREET 1: 250 COTORRO COURT CITY: LAS CRUCES STATE: NM ZIP: 88005 FORMER COMPANY: FORMER CONFORMED NAME: PANELRAMA CORP DATE OF NAME CHANGE: 19800513 S-8 POS 1 PE AMEND. NO. 1 TO FORM S-8, PATLEX CORPORATION 1 As filed with the Securities and Exchange Commission on August 29, 1996 Registration No. 33-97312 ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 _____________________ POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT Under THE SECURITIES ACT OF 1933 _____________________ PATLEX CORPORATION (Exact name of issuer as specified in its charter) Pennsylvania 23-1883421 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation organization) 5550 W. Flamingo Road, Suite B-5 Las Vegas, Nevada 89103 (Address of principal executive offices) PATLEX CORPORATION AMENDED AND RESTATED STOCK OPTION PLAN 1991 STOCK OPTION PLAN OF AUTOFINANCE GROUP, INC.("AFG") 1989 STOCK OPTION AND PERFORMANCE AWARD PLAN OF AFG (Full title of the plans) J. Henry Muetterties Vice President, Secretary and General Counsel Patlex Corporation 5550 W. Flamingo Road, Suite B-5 Las Vegas, Nevada 89103 (Name and address of agent for service) (702) 257-1102 (Telephone number, including area code, of agent for service) _______________________ Copy to: STEPHEN M. GOODMAN Morgan, Lewis & Bockius LLP 2000 One Logan Square Philadelphia, PA 19103-6993 (215) 963-5000 ================================================================================ 2 On August 20, 1996, the shareholders of Patlex Corporation (the "Company") approved the transactions contemplated by the Merger Agreement, dated as of February 7, 1996, as amended and restated as of June 28, 1996, among the Company, Patlex Holdings, Inc., a Pennsylvania corporation and wholly-owned subsidiary of the Company ("Holdco"), Database Acquisition Corp., a Florida corporation ("DBT Acquisition") and Database Technologies, Inc. ("DBT") including: (i) the reorganization of the Company into a holding company structure whereby the Company became a wholly-owned subsidiary of Holdco (the "Reorganization"); (ii) the merger of DBT Acquisition with and into DBT, pursuant to which DBT became a wholly-owned subsidiary of Holdco; and (iii) the adoption of an amended and restated stock option plan (the "Plan"). In connection with the Reorganization, the Board of Directors of Holdco, and the Company, as the sole shareholder of Holdco, approved the assumption of the Plan. Holders of options outstanding and issued under the Plan will be entitled to receive, upon exercise of such options, shares of common stock of Holdco. Accordingly, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-8 is being filed to deregister the remaining shares of Company Common Stock that were available for issuance under the Plan. 3 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the Company 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 to the registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Cruces, New Mexico on August 27, 1996. PATLEX CORPORATION By: /s/ Frank Borman ------------------------------- Frank Borman Chairman, President and Chief Executive Officer Pursuant to the requirements of the Securities Act of 1933, this post-effective amendment to the registration statement has been signed below by the following persons in the capacities and on the dates indicated.
Signature Title Date --------- ----- ---- /s/ Frank Borman Chairman, President, Chief Executive Officer August 28, 1996 ------------------------------- and Director Frank Borman (principal executive officer) /s/ Richard Laitinen Vice President, Treasurer and August 28, 1996 -------------------------------- Chief Financial Officer Richard Laitinen (principal financial and accounting officer) /s/ Kenneth G. Langone Director August 28, 1996 ---------------------------- Kenneth G. Langone /s/ Gary E. Erlbaum Director August 28, 1996 ------------------------------ Gary E. Erlbaum /s/ Hank E. Asher Director August 28, 1996 ------------------------------ Hank E. Asher Director August 28, 1996 ---------------------------------- Charles A. Asher Director August 28, 1996 ---------------------------------- Jack Hight Director August 28, 1996 ---------------------------------- Sari Zalcberg
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