Djo Inc - Post-Effective Amendment to Registration Statement (POS AM)
November 21 2007 - 5:05AM
Edgar (US Regulatory)
As filed with the Securities
and Exchange Commission on November 21, 2007
Registration
No. 333-115768
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION
STATEMENT
UNDER
SECURITIES EXCHANGE ACT OF 1933
DJO INCORPORATED
(Exact name of
Registrant as specified in its charter)
Delaware
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33-0978270
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(State or other
jurisdiction of incorporation)
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(I.R.S. Employer
Identification Number)
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1430
Decision Street
Vista,
California 92081
(760)
727-1280
(Address, including zip
code and telephone number, including
area code, of registrants principal executive offices)
Donald M. Roberts
Executive Vice President, General
Counsel
and Secretary
DJO Incorporated
1430 Decision Street
Vista, California 92081
(760) 727-1280
(Name, address and telephone number, including area
code, of agent for service)
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 to be 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, 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, please 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.
o
TERMINATION OF REGISTRATION
This post-effective amendment, filed by DJO
Incorporated (the
Company
), deregisters all shares of the Companys
Common Stock, $0.01 par value per share (
Common Stock
), that had been
registered for issuance on the Companys Registration Statement on Form S-3
(File No. 333-115768) (the
Registration Statement
) that remain
unsold upon the termination of the sales of shares covered by the Registration
Statement.
On November 20, 2007,
pursuant to the
Agreement
and Plan of Merger, dated as of July 15, 2007, among ReAble Therapeutics
Finance LLC (Parent), Reaction Acquisition Merger Sub, Inc. (Merger Sub)
and the Company, Merger Sub merged with and into the Company
(the
Merger
), with the Company being the surviving entity and becoming
a wholly-owned subsidiary of Parent. As a result, the Company has
terminated all offerings of its Common Stock pursuant to its existing
registration statements, including the Registration Statement. In accordance
with an undertaking made by the Company in its Registration Statement to remove
from registration, by means of a post-effective amendment, any shares of the
Companys Common Stock which remain unsold at the termination of the offering,
the Company hereby removes from registration all shares of its Common Stock
under the Registration Statement which remained unsold as of the effective time
of the Merger.
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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-3 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 Vista, State of California, on
November 21, 2007.
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DJO INCORPORATED
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By:
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/s/
Donald M. Roberts
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Donald
M. Roberts
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Executive
Vice President, General Counsel
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and
Secretary
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