- Post-Effective Amendment to Registration Statement (POS AM)
January 10 2011 - 3:33PM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on January 10, 2011
Registration No. 333-168400
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE
AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933
T-3 Energy Services, 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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76-0697390
(I.R.S. Employer
Identification No.)
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7135 Ardmore
Houston, Texas 77054
(713) 996-4110
(Address, including zip code, and telephone number,
including area code, of registrants principal executive offices)
Richard M. Safier
General Counsel and Secretary
7135 Ardmore
Houston, Texas 77054
(713) 996-4110
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
Copy to
:
Stephen M. Gill
Vinson & Elkins L.L.P.
First City Tower
1001 Fannin Street, Suite 2500
Houston, Texas 77002-6760
Telephone: (713) 758-4458
Facsimile: (713) 615-5956
Approximate date of commencement of proposed sale to the public
: Not applicable.
If the only securities being registered on this Form are being offered pursuant to dividend or
interest reinvestment plans, please check the following box.
o
If any of the securities being registered on this Form are being 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, please check the following
box.
o
If this Form is filed to register additional securities for an offering pursuant to Rule
462(b) 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.
o
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.
o
If this Form is a registration statement pursuant to General Instruction I.D. or a
post-effective amendment thereto that shall become effective upon filing with the Commission
pursuant to Rule 462(e) under the Securities Act, check the following
box.
o
If this Form is a post-effective amendment to a registration statement filed pursuant to
General Instruction I.D. filed to register additional securities or additional classes of
securities pursuant to Rule 413(b) under the Securities Act, check
the following box.
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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
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Accelerated filer
þ
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Non-accelerated filer
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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 (this
Post-Effective Amendment
) relates to the
Registration Statement of T-3 Energy Services, Inc. (
T-3
) on Form S-3 (File No.
333-168400) filed with the Securities and Exchange Commission (the
SEC
) on July 29, 2010
and declared effective by the SEC on August 6, 2010 (the
Registration Statement
), which
registered up to $250,000,000 in debt securities, common stock, par value $0.001 per share,
preferred stock, par value $0.001 per share, depositary shares and warrants (collectively, the
Securities
).
T-3 is filing this Post-Effective Amendment to terminate the effectiveness of the Registration
Statement and, in accordance with an undertaking made by T-3 in Part II of the Registration
Statement to remove from registration, by means of a post-effective amendment, any Securities that
had been registered for issuance but remain unsold at the termination of the offering, remove from
registration any and all Securities registered but unsold under the Registration Statement as of
the date hereof.
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-3 and
has duly caused this Registration Statement on Form S-3 to be signed on its behalf by the
undersigned, thereunto duly authorized in the City of Houston, State of Texas, on the
10
th
day of January, 2011.
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T-3 ENERGY SERVICES, INC.
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By:
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/s/ James M. Mitchell
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James M. Mitchell
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Chief Financial Officer and Senior Vice President
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Pursuant to the requirements of the Securities Act of 1933, this Registration Statement on
Form S-3 has been signed by the following persons in the capacities indicated on the 10
th
day of January, 2011.
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Signature
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Title
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President, Chief Executive Officer and Chairman
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Steven W. Krablin
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(Principal Executive Officer)
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Senior Vice President and Chief Financial Officer
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James M. Mitchell
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(Principal Financial Officer)
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Corporate Controller and Chief Accounting Officer
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Jason P. Clark
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(Principal Accounting Officer)
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Director
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Robert L. Ayers
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Director
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Thomas R. Bates, Jr.
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Director
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Lisa W. Rodriguez
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Director
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James M. Tidwell
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* By:
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/s/ James M. Mitchell
James M. Mitchell as attorney-in-fact
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