-----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, Ap1Swh9Arj2MyRHFQDBmsqmti6+mA3381nipaa2l1ssQWpCFLA/XTKsRSZNS4IpK x43d/ISlE8Qoz6JBbTIeMQ== 0001019687-05-000829.txt : 20050329 0001019687-05-000829.hdr.sgml : 20050329 20050328183445 ACCESSION NUMBER: 0001019687-05-000829 CONFORMED SUBMISSION TYPE: POS AM PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050329 DATE AS OF CHANGE: 20050328 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Emrise CORP CENTRAL INDEX KEY: 0000854852 STANDARD INDUSTRIAL CLASSIFICATION: INSTRUMENTS FOR MEAS & TESTING OF ELECTRICITY & ELEC SIGNALS [3825] IRS NUMBER: 770226211 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: POS AM SEC ACT: 1933 Act SEC FILE NUMBER: 333-41580 FILM NUMBER: 05707653 BUSINESS ADDRESS: STREET 1: 9485 HAVEN AVENUE STREET 2: STE 100 CITY: RANCHO CUCAMONGA STATE: CA ZIP: 91730 BUSINESS PHONE: 9099879220 MAIL ADDRESS: STREET 1: 9485 HAVEN AVENUE STREET 2: STE 100 CITY: RANCHO CUCAMONGA STATE: CA ZIP: 91730 FORMER COMPANY: FORMER CONFORMED NAME: MICROTEL INTERNATIONAL INC DATE OF NAME CHANGE: 19951117 FORMER COMPANY: FORMER CONFORMED NAME: CXR CORP DATE OF NAME CHANGE: 19920703 POS AM 1 emrise_posam1-41580.txt AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MARCH 29, 2005 REGISTRATION NO. 333-41580 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------------- POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ---------------- EMRISE CORPORATION (Exact name of registrant as specified in its charter) DELAWARE 77-0226211 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) identification no.) 3825 (Primary standard industrial classification code number) --------------- 9485 HAVEN AVENUE, SUITE 100 RANCHO CUCAMONGA, CALIFORNIA 91730 (909) 987-9220 (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) ---------------- CARMINE T. OLIVA PRESIDENT AND CHIEF EXECUTIVE OFFICER EMRISE CORPORATION 9485 HAVEN AVENUE, SUITE 100 RANCHO CUCAMONGA, CALIFORNIA 91730 (909) 987-9220 (909) 987-9228 (FAX) (Name, address, including zip code, and telephone number, including area code, of agent for service) ---------------- COPIES OF ALL CORRESPONDENCE TO: LARRY A. CERUTTI, ESQ. CRISTY LOMENZO PARKER, ESQ. RUTAN & TUCKER, LLP 611 ANTON BOULEVARD, 14TH FLOOR COSTA MESA, CALIFORNIA 92626 (714) 641-5100 (714) 546-9035 (FAX) ---------------- APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC: As soon as practicable after this registration statement becomes effective. ---------------- 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, 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 the 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 this form is a post-effective amendment filed pursuant to Rule 462(d) 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, check the following box. [ ] ================================================================================ DEREGISTRATION OF SECURITIES In accordance with the registrant's undertaking set forth in the registration statement, effective as of the date and time that this post-effective amendment no. 1 is declared effective, the registrant hereby deregisters such shares of its common stock that were registered on the registration statement but were not sold under the registration statement. 2 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this post-effective amendment to registration statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rancho Cucamonga, State of California on March 28, 2005. EMRISE CORPORATION By: /S/ CARMINE T. OLIVA ---------------------------------- Carmine T. Oliva Chairman of the Board, President and Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this post-effective amendment to registration statement has been signed by the following persons in the capacities and on the dates indicated. NAME TITLE DATE ---- ----- ---- /S/ CARMINE T. OLIVA Chairman of the Board, President, March 28, 2005 - ----------------------------- Chief Executive Officer (principal Carmine T. Oliva executive officer) and Director /S/ RANDOLPH D. FOOTE Chief Financial Officer March 28, 2005 - ----------------------------- (principal accounting and Randolph D. Foote financial officer), Senior Vice President and Secretary /S/ ROBERT B. RUNYON* Director March 28, 2005 - ----------------------------- Robert B. Runyon /S/ LAURENCE P. FINNEGAN, JR.* Director March 28, 2005 - ----------------------------- Laurence P. Finnegan, Jr. /S/ OTIS W. BASKIN Director March 28, 2005 - ----------------------------- Otis W. Baskin
*By: /S/ CARMINE T. OLIVA -------------------- Attorney-in-Fact 3 -----END PRIVACY-ENHANCED MESSAGE-----