As filed with the Securities and Exchange Commission on July 25, 2005. |
Registration No. 333-106161 |
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
PREMIER FARNELL PLC
(Exact name of Registrant as specified in its charter)
England |
| Not Applicable |
(State or other jurisdiction of |
| (I.R.S. Employer |
150 Armley Road
Leeds, West Yorkshire, LS12 2QQ
+44 (0) 870 129 8608
(Address and telephone number of Registrant’s principal executive offices)
THE PREMIER FARNELL
EXECUTIVE SHARE OPTION SCHEME 2003
(Full title of the plan)
Joseph R. Daprile
Premier Farnell Corp.
7601 E. Pleasant Valley Road
Independence, Ohio 44131
+1 (216) 525 4283
(Name, address and telephone number of agent for service)
Copies to:
Doreen E. Lilienfeld, Esq.
Shearman & Sterling LLP
599 Lexington Avenue
New York, New York 10022
+1 (212) 848 7171
EXPLANATORY STATEMENT
This Post-Effective Amendment No. 1 to Registration Statement on Form S-8, Registration No. 333-106161 (the “Registration Statement”), is being filed to deregister certain ordinary shares of 5 pence each (the “Shares”), of Premier Farnell plc (the “Registrant”) that were registered for issuance pursuant to The Premier Farnell Executive Share Option Scheme 2003 (the “Plan”). The Registration Statement registered 5,000,000 Shares issuable pursuant to the Plan to employees of the Registrant. The Registration Statement is hereby amended to deregister the remaining unissued shares.
PART II
SIGNATURES
Pursuant to the requirements of the U.S. Securities Act of 1933, as amended, the Registrant 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 Leeds, West Yorkshire, England, on July 25, 2005.
| PREMIER FARNELL PLC | |
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| By: | /s/ STEVEN WEBB |
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| Name: | Steven Webb |
| Title: | Company Secretary and General Counsel |
Pursuant to the requirements of the U.S. Securities Act of 1933, as amended, this Registration Statement has been signed below by the following persons in the indicated capacities on July 25, 2005.
Members of the Board of Directors:
/s/ SIR PETER GERSHON |
| Executive Chairman, Director |
| (Chief Executive Officer) | |
Sir Peter Gershon |
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/s/ JOHN ROQUES |
| Director |
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D. John S. Roques |
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/s/ WILLIAM KORB |
| Director |
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William B. Korb |
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/s/ MICHAEL LESTER |
| Director |
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Michael Lester |
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/s/ CARY NOLAN |
| Director |
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Cary J. Nolan |
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/s/ ANDREW FISHER |
| Group Finance Director |
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Andrew Fisher |
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/s/ LAURENCE BAIN |
| Group Chief Operating Officer |
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Laurence Bain |
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PREMIER FARNELL CORP. |
| Authorized Representative in the United States |
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By: /s/ JOSEPH DAPRILE |
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Joseph Daprile, Vice President and General Counsel |
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