S-8 POS 1 ds8pos.htm POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S-8 Post-Effective Amendment No. 2 to Form S-8

As filed with the Securities and Exchange Commission on January 23, 2008

Registration Statement No. 333-23705

 


SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


POST-EFFECTIVE AMENDMENT NO. 2

TO

FORM S-8

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

 


REMEC, INC.

(Exact name of registrant as specified in its charter)

 

California   95-3814301

(State or other jurisdiction of

incorporation or organization)

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

3790 VIA DE LA VALLE, SUITE 211

DEL MAR, CALIFORNIA 92014

(858) 259-4302

(Address, including zip code, and telephone number,

including area code of registrant’s principal executive offices)

 


RADIAN TECHNOLOGY, INC, 1987 STOCK OPTION PLAN

(Full title of the plan)

 


RICHARD A. SACKETT

President, General Counsel and Secretary

Remec, Inc.

3790 Via de la Valle, Suite 211

Del Mar, California 92014

(858) 259-4302

(Name, address, including zip code, and telephone number,

including area code, of agent for service)

 


 



EXPLANATORY NOTE

This Post-Effective Amendment No. 2 to the Registration Statement on Form S-8, initially filed on March 20, 1997 and amended on October 3, 1997 (file No. 333-23705) (the “Registration Statement”), is filed for the sole purpose of deregistering any unsold shares of the Registrant’s common stock, par value $0.01 per share, previously registered under the Registration Statement and issuable under the Radian Technology, Inc. 1987 Stock Option Plan (the “Plan”). All shares issued pursuant to the Plan have been sold or cancelled.

In connection with the Registrant’s current liquidation and dissolution proceedings, the Plan has been terminated, and no shares of the Registrant’s common stock are reserved for future issuance under the Plan. As of the date of this Post-Effective Amendment No. 2, all rights to acquire shares of the Registrant’s common stock issued pursuant to the Plan have been exercised or have been cancelled or terminated in accordance with the terms of the Plan and all shares of the Registrant’s common stock issued pursuant to the Plan have been sold or are eligible for sale without registration under the Securities Act of 1933, as amended. Therefore, in accordance with an undertaking made by the Registrant in the Registration Statement to remove from registration by means of a post-effective amendment any of the securities registered under the Registration Statement which remain unsold at the termination of the offering, the Registrant hereby deregisters any unsold shares of the Registrant’s common stock previously registered under the Registration Statement. Except to the extent stated above, the Registration Statement as originally filed and subsequently amended is not amended or otherwise affected by this Post-Effective Amendment No. 2.

 

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing an amendment 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 San Diego, State of California, on this 23rd day of January 2008.

 

REMEC, INC.
By   /s/ Richard A. Sackett
  Richard A. Sackett
  President, General Counsel and Secretary

Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed below by the following persons on behalf of the registrant in the capacities and on the date indicated.

 

Signature

  

Title

 

Date

/s/ Richard A. Sackett

Richard A. Sackett

  

Director, President, General Counsel and Secretary

(Principal Executive Officer)

  January 23, 2008

/s/ David Wilkinson

David Wilkinson

  

Chief Financial Officer

(Principal Financial Officer)

  January 23, 2008

/s/ Thomas A. Corcoran

Thomas A. Corcoran

   Director   January 23, 2008

/s/ Mark D. Dankberg

Mark D. Dankberg

   Director   January 23, 2008

/s/ William H. Gibbs

William H. Gibbs

   Director   January 23, 2008

/s/ Andre R. Hom

Andre R. Horn

   Chairman of the Board of Directors   January 23, 2008

/s/ Jeffrey M. Nash

Jeffrey M. Nash

   Director   January 23, 2008

 

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