Radiation Therapy Services Inc - Post-Effective Amendment to an S-8 filing (S-8 POS)
February 21 2008 - 4:08PM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on February 21, 2008.
Registration
No. 333-
120213
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
RADIATION THERAPY SERVICES, INC.
(Exact name of registrant as specified in its charter)
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FLORIDA
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65-0768951
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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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2234 Colonial Boulevard
Fort Myers, Florida 33907
(239) 931-7275
(Address, including zip code, and telephone number, including area code of registrants principal executive offices)
RADIATION THERAPY SERVICES, INC.
SECOND AMENDED AND RESTATED
1997 STOCK OPTION PLAN
RADIATION THERAPY SERVICES, INC.
2004 STOCK INCENTIVE PLAN
(Full Title of the Plans)
Daniel E. Dosoretz, Chief Executive Officer
Radiation Therapy Services, Inc.
2234 Colonial Boulevard
Ft. Myers, Florida 33907
(239) 931-7275
(Name, Address and Telephone number of Agent for Service)
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act. (Check one):
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Large accelerated filer
o
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Accelerated filer
x
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Non-accelerated filer
o
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Smaller reporting company
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(Do not check if a smaller reporting company)
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DEREGISTRATION OF SECURITIES
This Post-Effective Amendment No. 1 relates to the Registration Statement on Form S-8 (No.
333-120213), filed by Radiation Therapy Services, Inc. (the Registrant) with the Securities and
Exchange Commission on November 4, 2004 (the Registration Statement), registering 3,933,485
shares of Common Stock, par value $.0001 per share (Common Stock), to be issued pursuant to the
Registrants Second Amended and Restated 1997 Stock Option Plan and under the 2004 Stock Incentive
Plan (collectively, the Plans). Effective as of February 21, 2008 (the Effective Date),
pursuant to an Agreement and Plan of Merger dated as of October 19, 2007, by and among the
Registrant, Radiation Therapy Services Holdings, Inc., a Delaware corporation (Parent), RTS
MergerCo, Inc., a direct wholly-owned subsidiary of Parent (MergerSub) and Radiation Therapy
Investments, LLC, a Delaware limited liability company (only as to Section 7.2), MergerSub, a
wholly owned subsidiary of Parent, merged with and into the Registrant with the Registrant being
the surviving corporation and a wholly-owned subsidiary of Parent. On February 21, 2008, the
Registrant filed with the Commission a Certificate and Notice of Termination of Registration on
Form 15 with respect to the Common Stock.
The Registrant has terminated all offerings of the Registrants securities pursuant to its
existing registration statements, including the Registration Statement. In accordance with the
undertaking made by the Registrant to remove from registration, by means of a post-effective
amendment, any of the securities registered under the Registration Statement which remain unsold at
the termination of the offerings, the Registrant hereby removes from registration all securities of
the Registrant registered under the Registration Statement which remain unsold as of the Effective
Date.
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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 to be signed on
its behalf by the undersigned, thereunto duly authorized on February 21, 2008.
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RADIATION THERAPY SERVICES, INC.
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By:
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/s/ Daniel E. Dosoretz
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Name:
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Daniel E. Dosoretz, M.D.
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Title:
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President, Chief Executive Officer, Physician
and Director
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Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to
the Registration Statement has been signed by the following persons in the capacities and on the
date indicated.
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Signature
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Title
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Date
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/s/ Daniel E. Dosoretz
Daniel E. Dosoretz, M.D.
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President, Chief Executive Officer,
Physician and Director
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February 21, 2008
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/s/ James H. Rubenstein
James H. Rubenstein, M.D.
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Medical Director, Physician and Director
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February 21, 2008
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/s/ Howard M. Sheridan
Howard M. Sheridan, M.D.
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Director
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February 21, 2008
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/s/ Michael J. Katin
Michael J. Katin
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Director
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February 21, 2008
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/s/ David N. T. Watson
David N. T. Watson
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Chief Financial Officer
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February 21, 2008
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/s/ Norton Travis
Norton Travis
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Executive Vice President and General Counsel
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February 21, 2008
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2
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