As filed with the Securities and Exchange Commission on June 9, 2014
Registration Nos. 333-32968, 333-62290, 333-111716, 333-126459, 333-157879, 333-181402
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective Amendment No. 1 to Form S-3 Registration No. 333-32968
Post-Effective Amendment No. 1 to Form S-3 Registration No. 333-62290
Post-Effective Amendment No. 1 to Form S-3 Registration No. 333-111716
Post-Effective Amendment No. 1 to Form S-3 Registration No. 333-126459
Post-Effective Amendment No. 2 to Form S-3 Registration No. 333-157879
Post-Effective Amendment No. 1 to Form S-3 Registration No. 333-181402
ON
FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
SOONER HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 1311 | 73-1565725 | ||
(State or other jurisdiction of incorporation or organization) | (Primary Standard Industrial Classification Code Number) | (I.R.S. Employer Identification No.) |
Sooner Holdings, Inc.
5416 South Yale Avenue, Suite 400
Tulsa, Oklahoma 74135
(918) 592-7900
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Karen L. Power
Chief Executive Officer
Sooner Holdings, Inc.
5416 South Yale Avenue, Suite 400
Tulsa, Oklahoma 74135
(918) 592-7900
(Name, address, and telephone number, including area code, of agent for service)
with a copy to:
Paul D. Broude, Esq.
Richard C. Segal, Esq.
Foley & Lardner LLP
111 Huntington Avenue
Boston, Massachusetts 02199
(617) 342-4000
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, check the following box¨
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.¨
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.¨
If this Form is a post-effective amendment filed pursuant to Rule 462(d) 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.¨
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. (Check one):
| Large accelerated filer | ¨ | Accelerated filer | x | |||
| Non-accelerated filer | ¨ (Do not check if a smaller reporting company) | Smaller reporting company | ¨ | |||
Termination of Registration
Registration Statements Nos. 333-32968, 333-62290, 333-111716, 333-126459, 333-157879, and 333-181402 on Form S-3 (as amended to date, the “Registration Statements”) registered securities of Sooner Holdings, Inc., a Delaware corporation (the “Company”).
The Company has terminated all offerings of its securities pursuant to the Registration Statements. In accordance with undertakings made by the Company in the Registration Statements to remove from registration, by means of a post-effective amendment, any securities that remain unsold as of the effectiveness of such post-effective amendment, the Company hereby removes from registration all securities registered but not sold under the Registration Statements.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Tulsa, State of Oklahoma, on June 9, 2014.
| SOONER HOLDINGS, INC. | ||
| By: | /s/ Karen L. Power | |
| Name: | Karen L. Power | |
| Title: | Chief Executive Officer | |
Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed by the following persons in the indicated capacities on June 9, 2014.
Signature | Title | |
/s/ Karen L. Power Karen L. Power | Chief Executive Officer and Principal Financial Officer (Principal Executive Officer) | |
/s/ Robert B. Rosene Robert B. Rosene | Chairman of the Board of Directors | |
/s/ Alvin R. Albe, Jr. Alvin R. Albe, Jr. | Director | |
/s/ Frank M. Bumstead Frank M. Bumstead | Director | |
/s/ P. Anthony Jacobs P. Anthony Jacobs | Director | |
/s/ James R. Seward James R. Seward | Director | |
