-----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, TZdHWLrxR48HMLipdUHeDp//kesnV+8ygQkZV6n7hjX8kjWOKjflB88cXRulJ87z El2VznJpw9gfTqByYQkrRA== 0000895755-97-000128.txt : 19971008 0000895755-97-000128.hdr.sgml : 19971008 ACCESSION NUMBER: 0000895755-97-000128 CONFORMED SUBMISSION TYPE: POS AM PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19971007 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: VARI L CO INC CENTRAL INDEX KEY: 0000917173 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATIONS EQUIPMENT, NEC [3669] IRS NUMBER: 060678347 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: POS AM SEC ACT: SEC FILE NUMBER: 333-25173 FILM NUMBER: 97691678 BUSINESS ADDRESS: STREET 1: 11101 E 51ST AVE CITY: DENVER STATE: CO ZIP: 80239 BUSINESS PHONE: 3033711560 MAIL ADDRESS: STREET 1: 11101 EAST 51ST AVENUE CITY: DENVER STATE: CO ZIP: 80239 POS AM 1 As filed with the Securities and Exchange Commission on October 7, 1997 Registration No. 333-25173 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------------------- FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ------------------------- VARI-L COMPANY, INC. (Exact name of registrant as specified in its charter) Colorado 06-0679347 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 11101 East 51st Avenue Denver, Colorado 80239 (303) 371-1560 (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) JOSEPH H. KISER Chairman of the Board Vari-L Company, Inc. 11101 East 51st Avenue Denver, Colorado 80239 (303) 371-1560 (Address, including zip code, and telephone number, including area code, of registrant's agent for service) -------------------------- With copies to: S. LEE TERRY, JR., Esq. Gorsuch Kirgis L.L.C. 1401 17th Street, Suite 1100 Denver, Colorado 80202 (303) 299-8900 --------------------------- Approximate date of commencement of proposed sale to the public: From time to time after this registration statement becomes effective when warranted by market conditions and other factors. 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. [ ] If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please 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 delivery of the prospectus is expected to be made pursuant to Rule 434, please check the following box. [ ] CALCULATION OF REGISTRATION FEE
PROPOSED PROPOSED TITLE OF MAXIMUM MAXIMUM EACH CLASS OF AMOUNT OFFERING AGGREGATE AMOUNT OF SECURITIES TO TO BE PRICE PER OFFERING REGISTRATION BE REGISTERED REGISTERED SHARE (1) PRICE (1) FEE Common Stock, $.01 par value per share 795,000 $9.625 $7,651,875 $2,318.75
(1) Estimated solely for the purpose of calculating the amount of the registration fee. The price of $9.625 per share is the last sale price reported by The Nasdaq Stock Market on September 9, 1997. The undersigned Company hereby files this post-effective amendment to this registration statement to remove from registration 629,122 shares of the Company's $0.01 par value Common Stock which remained unsold at the end of the offering made pursuant to this registration statement. The Company has filed a separate registration statement on Form S-3, Commission File No. 333-35435, to register the shares unsold in this offering along with other previously unregistered shares. SIGNATURES Pursuant to 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-3 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Denver, State of Colorado, on October 6, 1997. VARI-L COMPANY, INC. By: /s/ David G. Sherman -------------------------------- David G. Sherman, President 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: /s/ Joseph H. Kiser Date: October 6, 1997 - --------------------------------- Joseph H. Kiser, Chairman of the Board, Chief Scientific Officer and Director /s/ David G. Sherman Date: October 6, 1997 - --------------------------------- David G. Sherman, President, Chief Executive Officer, Principal Executive Officer, Principal Financial Officer and Director /s/ Jon L. Clark Date: October 6, 1997 - --------------------------------- Jon L. Clark, Vice President of Finance and Principal Accounting Officer /s/ Sarah L. Booher Date: October 6, 1997 - --------------------------------- Sarah L. Booher, Director /s/ David A. Lisowski Date: October 6, 1997 - --------------------------------- David A. Lisowski, Director -----END PRIVACY-ENHANCED MESSAGE-----