-----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, FUdBQcTwzqr7M4o7cQ86o96S9Wg3RgrQk4D1Es0FsiLf6DIUXWDSP+uIQJt6ylTF Mnv9wX7BFhj7TcE8YCsL3A== 0000950137-06-004117.txt : 20060403 0000950137-06-004117.hdr.sgml : 20060403 20060403172252 ACCESSION NUMBER: 0000950137-06-004117 CONFORMED SUBMISSION TYPE: S-8 POS PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060403 DATE AS OF CHANGE: 20060403 EFFECTIVENESS DATE: 20060403 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RENAL CARE GROUP INC CENTRAL INDEX KEY: 0000920052 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISC HEALTH & ALLIED SERVICES, NEC [8090] IRS NUMBER: 621622383 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: S-8 POS SEC ACT: 1933 Act SEC FILE NUMBER: 333-96197 FILM NUMBER: 06734585 BUSINESS ADDRESS: STREET 1: 2100 WEST END AVENUE STREET 2: SUITE 800 CITY: NASHVILLE STATE: TN ZIP: 37203 BUSINESS PHONE: 6153455500 S-8 POS 1 c03963csv8pos.htm POST-EFFECTIVE AMENDMENT TO REGISTRATION STATEMENT sv8pos
 

 
 
Reg. No. 333-96197
As filed with the Securities and Exchange Commission on April 3, 2006
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
POST-EFFECTIVE AMENDMENT NO. 1
TO
Form S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
 
RENAL CARE GROUP, INC.
(Exact Name of Registrant as Specified in its Charter)
     
Delaware   62-1622383
(State of or other Jurisdiction   (I.R.S. Employer Identification No.)
of Incorporation or Organization)    
2525 West End Avenue, Suite 600, Nashville, Tennessee 37203
(Address and Zip Code of Principal Executive Offices)
 
Renal Care Group, Inc. 1999 Long-Term Incentive Plan
Outstanding Options Granted Outside of a Plan for 537,000 Shares Granted to Employees
(Full Title of the Plans)
 
Mats Wahlström
Chief Executive Officer
Renal Care Group, Inc.
2525 West End Avenue, Suite 600
Nashville, Tennessee 37203
(615) 345-5500
(Name, Address, and Telephone Number, including Area Code, of Agent For Service)
with a copy to:
Michael M. Froy
Sonnenschein Nath & Rosenthal LLP
7800 Sears Tower
Chicago, Illinois 60606
(312) 876-8000
 
 
 

 

 

DEREGISTRATION OF SECURITIES
     The Registration Statement on Form S-8 (Registration No. 333-96197) (the “Registration Statement”) of Renal Care Group, Inc., a Delaware corporation (“Renal Care Group”), relating to the registration of an aggregate of 2,037,000 shares (and any additional shares that become issuable as a result of adjustment and anti-dilution provisions applicable to awards) of Renal Care Group common stock, par value $0.01 per share, including the associated rights to purchase shares of Series A Junior Participating Preferred Stock (the “Registered Securities”), to which this Post-Effective Amendment No. 1 relates, was filed with the United States Securities and Exchange Commission on February 4, 2000.
     On March 31, 2006, pursuant to the terms of the Agreement and Plan of Merger and Reorganization, dated as of May 3, 2005, by and among Fresenius Medical Care AG, a corporation organized under the laws of the Federal Republic of Germany (“FME AG”), Fresenius Medical Care Holdings, Inc., a New York corporation, and a wholly owned subsidiary of FME AG (“FME”), Florence Acquisition, Inc., a Delaware corporation, and a wholly owned subsidiary of FME (“Merger Sub”), and Renal Care Group, Merger Sub merged with and into Renal Care Group, with Renal Care Group surviving the merger as a wholly owned subsidiary of FME. By filing this Post-Effective Amendment No. 1 to the Registration Statement, Renal Care Group hereby deregisters all Registered Securities that have not been sold or otherwise issued as of the date of the filing of this Post-Effective Amendment.

 

 

SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, the Company 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 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Lexington, Massachusetts on March 31, 2006.
         
  RENAL CARE GROUP, INC.
 		  
  By:   /S/ MATS WAHLSTRÖM    
    Name:   Mats Wahlström   
    Title:   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.
         
March 31, 2006
  Chief Executive Officer and Director   /S/ MATS WAHLSTRÖM
 
       
 
  (Principal Executive Officer)   Mats Wahlstrom
 
        
March 31, 2006
  Vice President, Chief Financial Officer and   /S/ MICHAEL BROSNAN
 
       
 
  Director (Principal Financial Officer and   Michael Brosnan
 
  Principal Accounting Officer)    

 

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