POS AM 1 c68392poposam.txt POST-EFFECTIVE AMENDMENT TO REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on March 26, 2002 Registration No. 333-34828 ================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------------------- POST EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ---------------------- CIMA LABS INC. (Exact Name of Registrant as Specified in its Charter) DELAWARE 41-1569769 (State or Other Jurisdiction of (I.R.S. Employer Identification Number) Incorporation) 10000 VALLEY VIEW ROAD EDEN PRAIRIE, MINNESOTA 55344-9361 (952) 947-8700 (Address and Telephone Number of Principal Executive Offices) --------------- John M. Siebert, Ph.D. Chief Executive Officer CIMA LABS INC. 10000 Valley View Road Eden Prairie, Minnesota 55344-9361 (952) 947-8700 (Name, Address, and Telephone Number of Agent for Service) ------------------------------ copy to: Gale R. Mellum, Esq. Gordon S. Weber, Esq. Faegre & Benson LLP 2200 Norwest Center 90 South Seventh Street Minneapolis, Minnesota 55402 (612) 336-3000 Fax (612) 336-3026 ------------------------------ Approximate date of commencement of proposed sale to the public: From time to time after the effective date of this Registration Statement. If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box. |_| If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box. |X| If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of earlier effective registration statement for the same offering. |_| __________________ If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. |_| _____________________________ If delivery of the prospectus is expected to be made pursuant to Rule 434, please check the following box. |_| ================================================================================ REMOVAL OF SECURITIES FROM REGISTRATION We previously registered for resale, under a Registration Statement on Form S-3, as amended (Registration No. 333-34828), 1,100,000 shares of our common stock to be offered by the selling stockholders named in the Registration Statement. By filing this Post-Effective Amendment No. 1 to the Registration Statement, we hereby remove from registration all of the shares of common stock that remain unsold under the Registration Statement as of the date hereof. The Registration Statement is hereby amended, as appropriate, to reflect the removal from registration of such shares. SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the undersigned Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Eden Prairie, State of Minnesota, on March 26, 2002. CIMA LABS INC. (Registrant) By * -------------------------------------------- John M. Siebert, Ph.D. President and Chief Executive Officer Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 has been signed below by the following persons, representing a majority of the Board of Directors, in the capacities and on March 26, 2002. NAME TITLE --------------------------------------- -------------------------------------- * --------------------------------------- President and Chief Executive John M. Siebert, Ph.D. Officer (Principal Executive Officer) and Director * --------------------------------------- Vice President and Chief Financial David A. Feste Officer (Principal Financial Officer and Principal Accounting Officer) * --------------------------------------- Chairman of the Board of Directors Terrence W. Glarner --------------------------------------- Director John F. Chappell --------------------------------------- Director Steven Cosler * --------------------------------------- Director Steven B. Ratoff * --------------------------------------- Director Joseph R. Robinson, Ph.D. * David A. Feste, by signing his name hereto, does hereby sign this document on behalf of himself and each of the other above named executive officer and directors of the Registrant pursuant to powers of attorney duly executed by each such person. /s/ David A. Feste --------------------------------------- David A. Feste