- Post-Effective Amendment to an S-8 filing (S-8 POS)
18 November 2011 - 10:14PM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on November 18, 2011
Registration No. 333-75854
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
(Exact name of registrant as specified in its charter)
Delaware
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11-3500746
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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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2140 North Miami Avenue, Miami, Florida
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33127
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(Address of Principal Executive Offices)
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(Zip Code)
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IVAX Diagnostics, Inc. 1999 Stock Option Plan
(Full title of the plan)
Kevin Clark
Chief Executive Officer, Chief Operating Officer and President
IVAX Diagnostics, Inc.
2140 North Miami Avenue
Miami, Florida 33127
(Name and address of agent for service)
(Telephone number, including area code, of agent for service)
With a copy to:
David M. Seifer, Esq.
Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A.
150 West Flagler Street, Suite 2200
Miami, Florida 33130
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 (Do not check if a smaller
reporting company)
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x
Smaller reporting company
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Explanatory Statement
This Post-Effective Amendment No. 1 relates to the Registration Statement on Form S-8 (File No. 333-75854) (the “Registration Statement”) of IVAX Diagnostics, Inc. (the “Company”), which was filed with the Securities and Exchange Commission and became effective on December 21, 2001. The Registration Statement registered an aggregate of 1,090,795 shares of the Company’s common stock to be offered and sold pursuant to the IVAX Diagnostics, Inc. 1999 Stock Option Plan (the “Plan”). As of the date hereof, the Plan has expired and the Company is not permitted to issue any further awards under the Plan. Accordingly, the Company is filing this Post-Effective Amendment No. 1 to the Registration Statement to deregister under the Plan all of the shares of the Company’s common stock that remained available for issuance under the Plan as of the expiration date of the Plan.
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, in the City of Miami, State of Florida on November 18, 2011.
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IVAX DIAGNOSTICS, INC.
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By:
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/s/ Kevin D. Clark
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Kevin D. Clark,
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Chief Executive Officer, Chief
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Operating Officer and President
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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 dates indicated.
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TITLE
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DATE
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/s/ Suresh Vazirani
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Executive Chairman of the Board
of
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Directors
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Chief Executive Officer, Chief
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Operating Officer and President
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Chief Financial Officer and
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Arthur R. Levine
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Vice President - Finance
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/s/ Kishore Dudani
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Director
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November 18, 2011
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Kishore Dudani
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/s/ Philippe Gadal, Pharm.D.
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Director
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November 18, 2011
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Philippe Gadal, Pharm.D.
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/s/ Gerald E. Gallwas
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Director
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November 18, 2011
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Gerald E. Gallwas
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/s/ John B. Harley, M.D., Ph.D.
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Director
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November 18, 2011
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John B. Harley, M.D., Ph.D.
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/s/ David M. Templeton
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Director
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November 18, 2011
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