As filed with the Securities and Exchange Commission on September 30, 2016
Registration No. 333-30847
Registration No. 333-57952
Registration No. 333-101233
Registration No. 333-107111
Registration No. 333-119042
Registration No. 333-145218
Registration No. 333-206779
Registration No. 333-206780
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
POST-EFFECTIVE AMENDMENT NO. 2
TO FORM S-8 REGISTRATION STATEMENT NO. 333-30847
POST-EFFECTIVE AMENDMENT NO. 1
TO FORM S-8 REGISTRATION STATEMENT NO. 333-57952
POST-EFFECTIVE AMENDMENT NO. 1
TO FORM S-8 REGISTRATION STATEMENT NO. 333-101233
POST-EFFECTIVE AMENDMENT NO. 1
TO FORM S-8 REGISTRATION STATEMENT NO. 333-107111
POST-EFFECTIVE AMENDMENT NO. 1
TO FORM S-8 REGISTRATION STATEMENT NO. 333-119042
POST-EFFECTIVE AMENDMENT NO. 1
TO FORM S-8 REGISTRATION STATEMENT NO. 333-145218
POST-EFFECTIVE AMENDMENT NO. 1
TO FORM S-8 REGISTRATION STATEMENT NO. 333-206779
POST-EFFECTIVE AMENDMENT NO. 1
TO FORM S-8 REGISTRATION STATEMENT NO. 333-206780
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
EPIQ SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
Missouri | 48-1056429 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
501 Kansas Avenue Kansas City, Kansas | 66105-1309 | |
(Address of Principal Executive Offices) | (Zip Code) |
Epiq Systems, Inc. 1995 Stock Option Plan
2004 Equity Incentive Plan of Epiq Systems, Inc.
Stand-Alone Non-Qualified Inducement Stock Option Agreements
Epiq Systems, Inc. 2015 Inducement Award Plan
Stand-Alone Inducement Restricted Stock Award Agreement
(Full title of the plans)
Jayne L. Rothman
Senior Vice President, General Counsel and Secretary
Epiq Systems, Inc.
501 Kansas Avenue
Kansas City, Kansas 66105-1309
Phone: (913) 621-9500
(Name and address of agent for service and telephone number, including area code, of agent for service)
Copies to:
Robert M. Hayward, P.C.
Ana Sempertegui
Kirkland & Ellis LLP
300 N. LaSalle
Chicago, Illinois 60654
(312) 862-2000
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” inRule 12b-2 of the Exchange Act (Check one):
Large accelerated filer | ☐ | Accelerated filer | ☒ | |||
Non-accelerated filer | ☐ (Do not check if a smaller reporting company) | Smaller reporting company | ☐ |
DEREGISTRATION OF SECURITIES
These Post-Effective Amendments (these “Post-Effective Amendments”), filed by Epiq Systems, Inc., a Missouri corporation (the “Company”), relate to the following Registration Statements onForm S-8 filed by the Company (each a “Registration Statement,” and collectively, the “Registration Statements”) with the U.S. Securities and Exchange Commission (the “SEC”):
• | Registration Statement onForm S-8(No. 333-30847), filed with the SEC on July 8, 1997, pertaining to the registration of 270,000 shares of common stock, par value $0.01 per share, of the Company (the “Common Stock”) under the Electronic Processing, Inc. 1995 Stock Option Plan, as amended by Amendment No. 1 to such Registration Statement, filed March 30, 2001; |
• | Registration Statement onForm S-8(No. 333-57952), filed with the SEC on March 30, 2001, pertaining to the registration of 795,000 shares of Common Stock under the Epiq Systems, Inc. 1995 Stock Option Plan; |
• | Registration Statement onForm S-8(No. 333-101233), filed with the SEC on November 15, 2002, pertaining to the registration of 1,200,000 shares of Common Stock under the Epiq Systems, Inc. 1995 Stock Option Plan; |
• | Registration Statement onForm S-8(No. 333-107111), filed with the SEC on July 17, 2003, pertaining to the registration of 1,580,000 shares of Common Stock under the Epiq Systems, Inc. 1995 Stock Option Plan; |
• | Registration Statement onForm S-8(No. 333-119042), filed with the SEC on September 16, 2004, pertaining to the registration of 3,000,000 shares of Common Stock under the 2004 Equity Incentive Plan of Epiq Systems, Inc. and 300,000 shares of Common Stock relating to inducement awards; |
• | Registration Statement onForm S-8(No. 333-145218), filed with the SEC on August 8, 2007 pertaining to the registration of 3,000,000 shares of Common Stock under the 2004 Equity Incentive Plan of Epiq Systems, Inc. and 645,000 shares of Common Stock relating to inducement awards; |
• | Registration Statement onForm S-8(No. 333-206779), filed with the SEC on September 4, 2015 pertaining to the registration of 200,000 shares of Common Stock under the Epiq Systems, Inc. 2015 Inducement Award Plan and 290,000 shares of Common Stock relating to inducement awards; and |
• | Registration Statement onForm S-8(No. 333-206780), filed with the SEC on September 4, 2015 pertaining to the registration of 83,928 shares of Common Stock relating to an inducement award. |
On September 30, 2016, the Company completed its previously announced merger (the “Merger”) with DTI Merger Sub, Inc. (“Merger Sub”), a Missouri corporation and a wholly-owned subsidiary of Document Technologies, LLC, a Georgia limited liability company (“Parent”), pursuant to that certain Agreement and Plan of Merger, dated as of July 26, 2016, by and among the Company, Parent and Merger Sub. The Company was the surviving corporation in the Merger and, as a result of the Merger, has become a wholly-owned subsidiary of Parent. As a result of the Merger, all offers and sales of the Company’s securities pursuant to the Registration Statements have been terminated.
In accordance with undertakings made by the Company in the Registration Statements to remove from registration, by means of a post-effective amendment, any of the securities that were registered for issuance that remain unsold at the termination of the offering, the Company hereby removes from registration all of such securities of the Company registered but unsold under the Registration Statements.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the Company certifies that it has reasonable grounds to believe that it meets all of the requirements for filing onForm S-8 and has authorized these Post-Effective Amendments to the Registration Statements onForm S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Kansas City, State of Kansas, on this 30th day of September, 2016.
EPIQ SYSTEMS, INC. | ||
By: | /s/ Tom W. Olofson | |
Name: | Tom W. Olofson | |
Title: | Chairman of the Board, Chief Executive Officer and Director |
No other person is required to sign these Post-Effective Amendments in reliance upon Rule 478 under the Securities Act of 1933, as amended.