Foxhollow Technologies, Inc. - Post-Effective Amendment to an S-8 filing (S-8 POS)
October 04 2007 - 4:09PM
Edgar (US Regulatory)
As
filed with the Securities and Exchange Commission on October 4, 2007
Registration No. 333-141285
UNITED STATES
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
FoxHollow Technologies, Inc.
(Exact Name of Registrant as Specified in Its Charter)
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Delaware
(State or Other Jurisdiction of
Incorporation or Organization)
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94-3252085
(I.R.S. Employer
Identification Number)
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740 Bay Road
Redwood City, California 94063-2469
(650) 421-8400
(Address of Registrants Principal Executive Office) (Zip Code)
2004 Equity Incentive Plan
2004 Employee Stock Purchase Plan
(Full title of the plan)
Kevin M. Klemz
Chief Executive Officer, Chief Financial Officer and Secretary
FoxHollow Technologies, Inc.
9600 54th Avenue North
Plymouth, Minnesota 55442
(763) 398-7000
(Name and Address, Including Zip Code, and Telephone Number, Including Area Code, of
Agent For Service)
Copies requested to:
Amy E. Culbert, Esq.
Oppenheimer Wolff & Donnelly LLP
45 South Seventh Street, Suite 3300
Minneapolis, Minnesota 55402-1509
(612) 607-7287
DEREGISTRATION OF SECURITIES
On March 14, 2007, FoxHollow Technologies, Inc., a Delaware corporation (FoxHollow), filed
with the Securities and Exchange Commission a registration statement on Form S-8 (Registration No.
333-141285) (the Registration Statement) registering the sale of up to 1,468,957 shares of common
stock, par value $0.001 per share, of FoxHollow pursuant to the FoxHollow Technologies, Inc. 2004
Equity Incentive Plan and 587,582 shares of FoxHollow common stock pursuant to the FoxHollow
Technologies, Inc. 2004 Employee Stock Purchase Plan, for a total of 2,056,539 shares.
On
October 4, 2007, Foreigner Merger Sub, Inc., a Delaware corporation (Merger Sub) and
wholly owned subsidiary of ev3 Inc., a Delaware corporation (ev3), was merged with and into
FoxHollow and FoxHollow survived as a wholly owned subsidiary of ev3 (the Merger). The Merger was
effectuated pursuant to the terms of an Agreement and Plan of Merger, dated as of July 21, 2007, by
and among ev3, Merger Sub and FoxHollow.
As a result of the Merger, the offering pursuant to the Registration Statement has been
terminated. In accordance with undertakings made by FoxHollow in the Registration Statement to
remove from registration, by means of a post-effective amendment, any of the securities which
remain unsold at the termination of the offering, FoxHollow hereby removes from registration the
FoxHollow common stock registered but unsold under the Registration Statement.
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 the Registration Statement on Form S-8 to be
signed on its behalf by the undersigned, thereunto duly authorized, in the City of Plymouth, State
of Minnesota, on October 4, 2007.
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FOXHOLLOW TECHNOLOGIES INC.
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By:
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/s/ Kevin M. Klemz
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Kevin M. Klemz
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Chief Executive Officer, Chief Financial
Officer and Secretary
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Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment
No. 1 to the Registration Statement on Form S-8 has been signed
on October 4, 2007, by the
following person in the capacities indicated.
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By:
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/s/ Kevin M. Klemz
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Kevin M. Klemz
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Chief Executive Officer (Principal Executive Officer),
Chief Financial Officer (Principal Financial Officer and
Principal Accounting Officer)
and Sole Director
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