As filed with the Securities and Exchange Commission on September 1, 2011
Registration No. 333-167779
Registration No. 333-155533
Registration No. 333-129392
Registration No. 333-129391
Registration No. 333-71892
Registration No. 333-62151
Registration No. 333-62157
Registration No. 333-41291
Registration No. 333-41327
Registration No. 333-23237
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-167779
POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-155533
POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-129392
POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-129391
POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-71892
POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-62151
POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-62157
POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-41291
POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-41327
POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-23237
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
RADIANT SYSTEMS, INC.
(Exact Name of Registrant as Specified in its Charter)
Georgia | 11-2749765 | |
(State or Other Jurisdiction of Incorporation or Organization) |
(I.R.S. Employer Identification Number) |
3925 Brookside Parkway
Alpharetta, Georgia 30022
(770) 576-6000
(Address, including zip code, and telephone number, including area code, of Registrants principal executive offices)
EMPLOYEE STOCK PURCHASE PLAN
AMENDED AND RESTATED 2005 LONG-TERM INCENTIVE PLAN
2005 LONG-TERM INCENTIVE PLAN
AMENDMENT NO. 3 TO AMENDED AND RESTATED 1995 STOCK OPTION PLAN
RADIANT SYSTEMS, INC. EMPLOYEE STOCK PURCHASE PLAN
AMENDMENT NO. 2 TO AMENDED AND RESTATED 1995 STOCK OPTION PLAN
AMENDMENT NO. 1 TO AMENDED AND RESTATED 1995 STOCK OPTION PLAN
RADIANT SYSTEMS, INC. NON-MANAGEMENT DIRECTORS STOCK OPTION PLAN
AMENDED AND RESTATED 1995 STOCK OPTION PLAN
(Full titles of the Plans)
John G. Bruno
Chief Executive Officer and President
Radiant Systems, Inc.
3925 Brookside Parkway
Alpharetta, Georgia 30022
(770) 576-6000
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copy to:
Betty O. Temple, Esq.
Womble Carlyle Sandridge & Rice, PLLC
271 17th Street, NW
Suite 2400
Atlanta, Georgia 30363-1017
(404) 872-7000
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ¨ | Accelerated filer | x | |||
Non-accelerated filer | ¨ (Do not check if a smaller reporting company) | Smaller reporting company | ¨ |
EXPLANATORY NOTE:
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment relates to the following Registration Statements of Radiant Systems, Inc., a Georgia corporation (Radiant) on Form S-8 (collectively, the Registration Statements) filed by Radiant with the Securities and Exchange Commission (the SEC):
| Registration Statement No. 333-23237, registering 4,000,000 shares of Radiants common stock, no par value (Common Stock) and options, under the Amended and Restated 1995 Stock Option Plan; |
| Registration Statement No. 333-41327, registering 100,000 shares of Common Stock and options under the Radiant Systems, Inc. Non-Management Directors Stock Option Plan; |
| Registration Statement No. 333-41291, registering 1,000,000 shares of Common Stock and options under Amendment No. 1 to Amended and Restated 1995 Stock Option Plan; |
| Registration Statement No. 333-62157, registering 1,000,000 shares of Common Stock and options under Amendment No. 2 to Amended and Restated 1995 Stock Option Plan; |
| Registration Statement No. 333-62151, registering 1,000,000 shares of Common Stock and options under the Radiant Systems, Inc. Employee Stock Purchase Plan; |
| Registration Statement No. 333-71892, registering 4,000,000 shares of Common Stock and options under Amendment No. 3 to Radiant Systems, Inc. Amended and Restated 1995 Stock Option Plan; |
| Registration Statement No. 333-129391, registering 2,500,000 shares of Common Stock and options under the 2005 Long-Term Incentive Plan; |
| Registration Statement No. 333-129392, registering 1,000,000 shares of Common Stock under the Employee Stock Purchase Plan; |
| Registration Statement No. 333-155533, registering 2,000,000 shares of Common Stock and options under the Amended and Restated 2005 Long-Term Incentive Plan; and |
| Registration Statement No. 333-167779, registering 1,400,000 shares of Common Stock and options under the Amended and Restated 2005 Long-Term Incentive Plan. |
On August 24, 2011, pursuant to that certain Agreement and Plan of Merger dated July 11, 2011 (the Merger Agreement) among NCR Corporation, a Maryland corporation (Parent), Ranger Acquisition Corporation, a Georgia corporation and wholly owned subsidiary of Parent and Radiant, Radiant became a wholly owned subsidiary of Parent. As a result of the transactions contemplated by the Merger Agreement, Radiant has terminated all offerings of Radiants securities pursuant to the Registration Statements.
Accordingly, Radiant hereby terminates the effectiveness of the Registration Statements and, in accordance with an undertaking made by Radiant in Part II of each Registration Statement to remove from registration, by means of a post-effective amendment, any securities that had been registered for issuance but remain unsold at the termination of the offering, removes from registration any and all securities of Radiant that had been registered for issuance but remain unsold under the Registration Statements.
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 of the requirements for filing on Form S-8 and has duly caused this Post-Effective Amendment No. 1 to Registration Statements on Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Duluth, State of Georgia, on September 1, 2011.
RADIANT SYSTEMS, INC. | ||||
By: | /s/ John G. Bruno | |||
John G. Bruno | ||||
President and Chief Executive Officer |
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 dates indicated.
Signature |
Title |
Date | ||
/s/ John G. Bruno John G. Bruno |
President and Chief Executive Officer and Director (Principal Executive Officer) |
September 1, 2011 | ||
/s/ Robert P. Fishman Robert P. Fishman |
Chief Financial Officer and Treasurer and Director (Principal Financial and Accounting Officer) |
September 1, 2011 |