- Post-Effective Amendment to an S-8 filing (S-8 POS)
December 30 2010 - 12:01PM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on December 30, 2010.
Registration No. 333-117945
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
VIA PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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33-0687976
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State or other jurisdiction of
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(
I.R.S. Employer
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incorporation or organization
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Identification No.
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750 Battery Street, Suite 330
San Francisco, CA 94111
(Address of principal executive offices)
CORAUTUS GENETICS INC. 2002 STOCK PLAN, AS AMENDED AND RESTATED
(full title of the plan)
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Copy to
:
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Lawrence K. Cohen
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Richard S. Meller, Esq.
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President and Chief Executive Officer
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Latham & Watkins LLP
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VIA Pharmaceuticals, Inc.
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Sears Tower, Suite 5800
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750 Battery Street, Suite 330
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233 South Wacker Drive
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San Francisco, CA 94111
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Chicago, Illinois 60606
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(415) 283-2200
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(312) 876-7700
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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.
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Large accelerated filer
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Accelerated filer
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Non-accelerated filer
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Smaller reporting company
þ
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(do not check if a smaller reporting company)
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DEREGISTRATION OF SECURITIES
VIA Pharmaceuticals, Inc. (the Company) is filing this Post-Effective Amendment No. 1 to
Form S-8 Registration Statement to deregister all shares of the Companys common stock, $0.001 par
value per share (Common Stock), that remain unsold as of the date hereof under the Registration
Statement on Form S-8 (File No. 333-117945) originally filed by Corautus Genetics Inc. with the
Securities and Exchange Commission on August 5, 2004 (the Registration Statement). The
Registration Statement registered 3,900,000 shares of Common Stock for sale pursuant to the
Corautus Genetics Inc. 2002 Stock Plan, as amended and restated.
This offering has been terminated because the Company intends to deregister its Common Stock
under the Securities Exchange Act of 1934, as amended. Consequently, the Company hereby terminates
the effectiveness of the Registration Statement and removes from registration any and all
securities of the Company that are registered but unsold under the Registration Statement.
SIGNATURES
Pursuant to the requirements of 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 Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the city of San Francisco, California, on
December 30, 2010.
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VIA PHARMACEUTICALS, INC.
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By:
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/s/ Lawrence K. Cohen
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Lawrence K. Cohen
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President and Chief Executive Officer
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Pursuant to the requirements of the Securities Act, this Post-Effective Amendment No. 1 to
Registration Statement has been signed by the following persons in their respective capacities with
VIA Pharmaceuticals, Inc. and on the dates indicated.
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Signatures
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Titles
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Date
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/s/ Lawrence K. Cohen
Lawrence K. Cohen
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Director, President and Chief Executive Officer
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December 30, 2010
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/s/ Douglass B. Given
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Chairman of the Board of Directors
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December 30, 2010
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/s/ Mark N.K. Bagnall
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Director
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December 30, 2010
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/s/ Fred B. Craves
Fred B. Craves
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Director
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December 30, 2010
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/s/ David T. Howard
David T. Howard
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Director
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December 30, 2010
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/s/ John R. Larson
John R. Larson
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Director
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December 30, 2010
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