Post-effective Amendment to an S-8 Filing (s-8 Pos)
September 20 2019 - 5:01AM
Edgar (US Regulatory)
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As filed with the Securities and Exchange Commission on September 19, 2019
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Registration Statement No. 333-207194
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1 TO
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FORM S-8
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REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
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DHX MEDIA
LTD.
(Exact name of registrant as specified in its charter)
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Canada
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Not Applicable
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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5657 Spring Garden Road, Suite 505
Halifax, Nova Scotia, B3J 3R4, Canada
(902) 423-0260
(Address, including zip code, and telephone
number,
including area code, of registrant’s
principal executive offices)
C T Corporation System
28 Liberty Street
New York, New York 10005
(212) 894-8940
(Address, including zip code, and telephone
number,
including area code, of agent for service)
DHX MEDIA LTD. AMENDED AND RESTATED STOCK
OPTION PLAN
AMENDED AND RESTATED EMPLOYEE SHARE PURCHASE
PLAN
(Full title of the plans)
Mark Gosine
DHX Media Ltd.
5657 Spring Garden Road, Suite 505
Halifax, Nova Scotia
B3J 3R4, Canada
(902) 423-0260
(Name, address, including zip code,
and telephone number,
including area code, of agent for service)
With copies to:
Thomas M. Rose
Troutman Sanders LLP
401 9th Street, NW, Suite
1000
Washington, DC 20004
(757) 687-7715
Indicate by check mark whether the registrant
is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth
company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting
company” and “emerging growth company” in Rule 12b-2 of the Exchange Act:
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Large Accelerated Filer ¨
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Accelerated Filer x
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Non-accelerated Filer ¨
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Smaller Reporting Company ¨
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Emerging
Growth Company x
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If an emerging growth company, indicate
by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ¨
DEREGISTRATION OF UNSOLD SECURITIES
This post-effective amendment filed by DHX Media Ltd., a corporation
organized under the federal laws of Canada (the “Registrant”), constitutes Post-Effective Amendment No. 1 to
the Registration Statement on Form S-8 (File No. 333-207194) (the “Registration Statement”) which was originally filed by the Registrant with the U.S. Securities and Exchange Commission on September 30, 2015.
The offering of the Registrant’s securities pursuant to
the Registration Statement has been terminated. In accordance with an undertaking made by the Registrant in the Registration Statement
to remove from registration, by means of a post-effective amendment, any of the securities registered under the Registration Statement
that remain unissued at the termination of the offering, the Registrant hereby amends the Registration Statement to deregister
any remaining securities registered and unsold under the Registration Statement.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933,
as amended (the “Securities Act”), 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 the Registration
Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Toronto, Province of Ontario,
Canada, on September 19, 2019.
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DHX MEDIA LTD.
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By:
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/s/ Doug Lamb
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Name:
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Doug Lamb
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Title:
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Chief Financial Officer
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No other person is required to sign this Post-Effective Amendment
No.1 to the Registration Statement in reliance on Rule 478 of the Securities Act.
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